##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 10-Q
 
 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended March 31, 2007
 Commission file number 019433
 (TSC LOGO)
 Technology Solutions Company
  Incorporated in the State of Delaware  IRS Employer Identification No. 36-3584201
 55 East Monroe Street, Suite 2600
Chicago, Illinois 60603
 Registrants telephone number, including area code (312) 228-4500
 Indicate by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or
1 5(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such
shorter period
that the registrant was required to file such reports), and (2) has been subject to such
filing requirements
for the past 90 days. Yes þ No o
 Indicate by check mark whether the registrant is a large accelerated filer , an accelerated
filer, or a
non-accelerated filer. See definition of accelerated filer and large accelerated filer in
Rule 12b-2 of the
Exchange Act. (Check one):
 Large accelerated Filer o Accelerated Filer o Non-accelerated Filer þ
 Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of
the Exchange Act) Yes o No þ
 As of May 7, 2007 there were outstanding 2,540,291 shares of TSC Common Stock, par value $.01.




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##### 



TECHNOLOGY SOLUTIONS COMPANY  Index to Form 10-Q
 PageNumberPart IITEM 1. FINANCIAL STATEMENTSConsolidated Balance Sheets as of
March 31, 2007 and December 31, 2006
    
    
    3Consolidated Statements of Operations for the
Three Months Ended March 31, 2007 and 2006
    
    
    4Consolidated Statements of Cash Flows for the
Three Months Ended March 31, 2007 and 2006
    
    
    5Notes to Consolidated Financial Statements
    
    
    6ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
    
    
    10ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISK
    
    
    21ITEM 4. CONTROLS AND PROCEDURES
    
    
    21ITEM 4T. CONTROLS AND PROCEDURES
    
    
    21Part IIOTHER INFORMATIONITEM 1. LEGAL PROCEEDINGS
    
    
    22ITEM 1A. RISK FACTORS
    
    
    22ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
    
    
    22ITEM 3. DEFAULT UPON SENIOR SECURITIES
    
    
    23ITEM 4. SUBMISSION OF MATTERS TO A VOTE
OF SECURITY HOLDERS
    
    
    23ITEM 5. OTHER INFORMATION
    
    
    23ITEM 6. EXHIBITS
    
    
    23SIGNATURE
    
    
    24Certification of CEO Pursuant to Section 302Certification of CFO Pursuant to Section 302Certification of CEO Pursuant to Section 906Certification of CFO Pursuant to Section 906
  Page 2




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##### Table of Contents



PART I. FINANCIAL INFORMATION
 
 ITEM 1. FINANCIAL STATEMENTS
 TECHNOLOGY SOLUTIONS COMPANY
 
 CONSOLIDATED BALANCE SHEETS
  March 31,
    
    
    December 31,2007
    
    
    2006(unaudited)ASSETSCURRENT ASSETS:Cash and cash equivalents
    
    $
    15,042
    
    
    $
    13,510Receivables, less allowance for doubtful receivables
of $63 and $66
    
    
    5,582
    
    
    
    7,655Loan receivable
    
    
    
    
    
    
    3,400Other current assets
    
    
    108
    
    
    
    575Total current assets
    
    
    20,732
    
    
    
    25,140COMPUTERS, FURNITURE AND EQUIPMENT, NET
    
    
    18
    
    
    
    35INTANGIBLE ASSETS, NET
    
    
    666
    
    
    
    867Total assets
    
    $
    21,416
    
    
    $
    26,042LIABILITIES AND STOCKHOLDERS EQUITYCURRENT LIABILITIES:Accounts payable
    
    $
    1,077
    
    
    $
    1,642Accrued compensation and related costs
    
    
    3,208
    
    
    
    3,727Restructuring accruals
    
    
    293
    
    
    
    400Other current liabilities
    
    
    1,744
    
    
    
    2,193Total current liabilities
    
    
    6,322
    
    
    
    7,962COMMITMENTS AND CONTINGENCIESSTOCKHOLDERS EQUITY:Preferred stock, $.01 par value; shares authorized 
10,000,000; none issued
    
    
    
    
    
    
    Common stock, $.01 par value; shares authorized 
20,000,000; shares issued  2,677,452;
shares outstanding 2,540,291 and 2,507,375
    
    
    27
    
    
    
    27Capital in excess of par value
    
    
    129,303
    
    
    
    130,183Accumulated deficit
    
    
    (110,560
    )
    
    
    (107,521
    )Treasury stock, at cost, 137,161 and 170,077 shares
    
    
    (3,886
    )
    
    
    (4,819
    )Accumulated other comprehensive income:Cumulative translation adjustment
    
    
    210
    
    
    
    210Total stockholders equity
    
    
    15,094
    
    
    
    18,080Total liabilities and stockholders equity
    
    $
    21,416
    
    
    $
    26,042
  Page 3




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TECHNOLOGY SOLUTIONS COMPANY
 
 CONSOLIDATED STATEMENTS OF OPERATIONS
  For the ThreeMonths EndedMarch 31,2007
    
    
    2006(unaudited)REVENUES:Revenues before reimbursements
    
    $
    6,337
    
    
    $
    9,426Reimbursements
    
    
    937
    
    
    
    1,247Total Revenues
    
    
    7,274
    
    
    
    10,673COSTS AND EXPENSES:Project personnel
    
    
    4,844
    
    
    
    4,968Other project expenses
    
    
    1,436
    
    
    
    2,015Reimbursable expenses
    
    
    937
    
    
    
    1,247Cost of services
    
    
    7,217
    
    
    
    8,230Bad debt expense
    
    
    
    
    
    
    Management and administrative support
    
    
    3,095
    
    
    
    2,817Intangible asset amortization
    
    
    58
    
    
    
    211Intangible asset impairment
    
    
    143
    
    
    
    Total Costs and Expenses
    
    
    10,513
    
    
    
    11,258OPERATING LOSS
    
    
    (3,239
    )
    
    
    (585
    )OTHER INCOME:Net investment income
    
    
    200
    
    
    
    278LOSS BEFORE INCOME TAXES
    
    
    (3,039
    )
    
    
    (307
    )INCOME TAX PROVISION
    
    
    
    
    
    
    NET LOSS
    
    $
    (3,039
    )
    
    $
    (307
    )BASIC NET LOSS
PER COMMON SHARE
    
    $
    (1.21
    )
    
    $
    (0.13
    )WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING
    
    
    2,514
    
    
    
    2,385DILUTED NET LOSS
PER COMMON SHARE
    
    $
    (1.21
    )
    
    $
    (0.13
    )WEIGHTED AVERAGE NUMBER OF
COMMON AND COMMON EQUIVALENT
SHARES OUTSTANDING
    
    
    2,514
    
    
    
    2,385
  Page 4




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TECHNOLOGY SOLUTIONS COMPANY
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
  For theThree Months EndedMarch 31,2007
    
    
    2006(unaudited)CASH FLOWS FROM OPERATING ACTIVITIES:Net loss
    
    $
    (3,039
    )
    
    $
    (307
    )Adjustments to reconcile net loss to net
cash from operating activities:Intangible asset impairment
    
    
    143
    
    
    
    Depreciation and amortization
    
    
    75
    
    
    
    247Non-cash stock compensation
    
    
    152
    
    
    
    58Changes in assets and liabilities:Receivables
    
    
    2,073
    
    
    
    (1,029
    )Loan receivable
    
    
    3,400
    
    
    
    Other current assets
    
    
    467
    
    
    
    (34
    )Accounts payable
    
    
    (565
    )
    
    
    319Accrued compensation and related costs
    
    
    (519
    )
    
    
    8Restructuring accruals
    
    
    (107
    )
    
    
    (623
    )Other current liabilities
    
    
    (449
    )
    
    
    175Other assets
    
    
    
    
    
    
    1Net cash provided by (used in) operating activities
    
    
    1,631
    
    
    
    (1,185
    )CASH FLOWS FROM INVESTING ACTIVITIES:Net assets of acquired businesses, net of cash
    
    
    
    
    
    
    (2,734
    )Capital expenditures
    
    
    
    
    
    
    (23
    )Net cash used in investing activities
    
    
    
    
    
    
    (2,757
    )CASH FLOWS FROM FINANCING ACTIVITIES:Payment in lieu of shares for vested restricted stock units
    
    
    (99
    )
    
    
    Net cash used in financing activities
    
    
    (99
    )
    
    
    EFFECT OF EXCHANGE RATE CHANGES ON CASH
AND CASH EQUIVALENTS
    
    
    
    
    
    
    (16
    )INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS
    
    
    1,532
    
    
    
    (3,958
    )CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD
    
    
    13,510
    
    
    
    20,135CASH AND CASH EQUIVALENTS, END OF PERIOD
    
    $
    15,042
    
    
    $
    16,177SUPPLEMENTAL DISCLOSURES:Noncash investing activities:Common stock issued for acquisition activity
    
    $
    
    
    
    $
    1,400
  Page 5




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TECHNOLOGY SOLUTIONS COMPANY
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Unaudited)
 (In thousands, except share and per share data)
 NOTE 1  BASIS OF PRESENTATION
  NOTE 2  THE COMPANY
  NOTE 3  NEW ACCOUNTING STANDARDS
  NOTE 4  INCOME TAXES
  Page 6




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##### Table of Contents



TECHNOLOGY SOLUTIONS COMPANY
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Unaudited)
(Continued)
    NOTE 5  CAPITAL STOCK
   NOTE 6  LOSS PER COMMON SHARE
  Page 7




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##### Table of Contents



TECHNOLOGY SOLUTIONS COMPANY
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Unaudited)
(Continued)
  March 31, 2007
    
    
    March 31, 1006Shares
    
    
    Per
    
    
    
    
    
    
    Shares
    
    
    PerNet
    
    
    (In
    
    
    Common
    
    
    Net
    
    
    (In
    
    
    CommonLoss
    
    
    Thousands)
    
    
    Share
    
    
    Loss
    
    
    Thousands)
    
    
    ShareBasic loss per share
    
    $
    (3,039
    )
    
    
    2,514
    
    
    $
    (1.21
    )
    
    $
    (307
    )
    
    
    2,385
    
    
    $
    (0.13
    )Effect of common
equivalent shares
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Diluted loss per share
    
    $
    (3,039
    )
    
    
    2,514
    
    
    $
    (1.21
    )
    
    $
    (307
    )
    
    
    2,385
    
    
    $
    (0.13
    )
 NOTE 7  INTANGIBLE ASSETS, NET
  Non-Customer
    
    
    compete
    
    
    Otherrelated
    
    
    agreements
    
    
    Agreements
    
    
    TotalBalance as of December 31, 2006
    
    $
    283
    
    
    $
    100
    
    
    $
    215
    
    
    $
    598Amortization
    
    
    (32
    )
    
    
    (13
    )
    
    
    (13
    )
    
    
    (58
    )Impairment loss
    
    
    
    
    
    
    
    
    
    
    (143
    )
    
    
    (143
    )Balance as of March 31, 2007
    
    $
    251
    
    
    $
    87
    
    
    $
    59
    
    
    $
    397
  NOTE 8  OTHER EVENTS
  Page 8




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TECHNOLOGY SOLUTIONS COMPANY
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Unaudited)
(Continued)
  Balance as ofCash(1)
    
    
    Non-cash
    
    
    March 31,Restructuring and Other Charges - Q4 2005
    
    Charge
    
    
    Payments
    
    
    Usage
    
    
    2007Former CEO severance costs
    
    $
    438
    
    
    $
    294
    
    
    $
    
    
    
    $
    144Severance costs (9 employees)
    
    
    340
    
    
    
    340
    
    
    
    
    
    
    
    Office reduction
    
    
    273
    
    
    
    234
    
    
    
    
    
    
    
    39Other costs
    
    
    107
    
    
    
    95
    
    
    
    
    
    
    
    12Total
    
    $
    1,158
    
    
    $
    963
    
    
    $
    
    
    
    $
    195
 
 (1)

    Net cash payments totaling $102 were made during the three months ended March
31, 2007.  Balance as ofCash(2)
    
    
    Non-cash
    
    
    March 31,Restructuring and Other Charges  Q2 2005
    
    Charge
    
    
    Payments
    
    
    Usage
    
    
    2007Severance costs (23 employees)
    
    $
    1,173
    
    
    $
    1,111
    
    
    $
    
    
    
    $
    62Office closures
    
    
    511
    
    
    
    318
    
    
    
    45
    
    
    
    148Other costs
    
    
    3
    
    
    
    2
    
    
    
    
    
    
    
    1Total original charge
    
    
    1,687
    
    
    
    1,431
    
    
    
    45
    
    
    
    211Q4 2005 adjustment
    
    
    (113
    )
    
    
    
    
    
    
    
    
    
    
    (113
    )Total
    
    $
    1,574
    
    
    $
    1,431
    
    
    $
    45
    
    
    $
    98
 
 (2)

    Net cash payments totaling $5 were made during the three months ended March 31,
2007. Page 9




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##### Table of Contents



TECHNOLOGY SOLUTIONS COMPANY
 
 ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS
 OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 RESULTS OF OPERATIONS
 OVERVIEW
     Page 10




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TECHNOLOGY SOLUTIONS COMPANY
 MANAGEMENTS DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
 REVENUES
  COSTS AND EXPENSES
 Project Personnel
  Other Project Expenses
  Reimbursable Expenses
  Bad Debt Expense
  Management and Administrative Support
  Page 11




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TECHNOLOGY SOLUTIONS COMPANY
 MANAGEMENTS DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
 Intangible asset amortization
  CRITICAL ACCOUNTING POLICIES AND ESTIMATES
   Revenue Recognition
  Allowance for Doubtful Receivables
  Page 12




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TECHNOLOGY SOLUTIONS COMPANY
 MANAGEMENTS DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
  Accounting for Income Taxes
   Stock-Based Compensation
 Share-Based Payment
 Page 13




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TECHNOLOGY SOLUTIONS COMPANY
 MANAGEMENTS DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
  Goodwill and Intangible Assets
     Restructuring and Other Charges
  Page 14




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TECHNOLOGY SOLUTIONS COMPANY
 MANAGEMENTS DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
 THREE MONTHS ENDED MARCH 31, 2007 COMPARED WITH THREE MONTHS ENDED MARCH 31, 2006
 Revenues
   Costs and Expenses
  Page 15




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TECHNOLOGY SOLUTIONS COMPANY
 MANAGEMENTS DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
      Operating Loss
  Other Income
  Income Tax Provision
  Page 16




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##### Table of Contents



TECHNOLOGY SOLUTIONS COMPANY
 MANAGEMENTS DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
 Shares Outstanding
  LIQUIDITY AND CAPITAL RESOURCES
   Payments Due By Period (In thousands)RemainingQuarters in2007
    
    
    2008
    
    
    2009
    
    
    2010
    
    
    TotalOperating leases (net of
restructuring and other
charges)
    
    $
    239
    
    
    $
    232
    
    
    $
    198
    
    
    $
    33
    
    
    $
    702Operating leases (included in
other current liabilities)
    
    
    106
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    106Cash outlay for
restructuring and
other charges
    
    
    293
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    293Purchase obligations (net of
restructuring and other
charges)
    
    
    241
    
    
    
    30
    
    
    
    
    
    
    
    
    
    
    
    271Total
    
    $
    879
    
    
    $
    262
    
    
    $
    198
    
    
    $
    33
    
    
    $
    1,372
  Page 17




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##### Table of Contents



TECHNOLOGY SOLUTIONS COMPANY
 MANAGEMENTS DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
     NEW ACCOUNTING STANDARDS
  Page 18




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TECHNOLOGY SOLUTIONS COMPANY
 MANAGEMENTS DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
  ASSUMPTIONS UNDERLYING CERTAIN FORWARD-LOOKING STATEMENTS AND FACTORS THAT MAY AFFECT FUTURE
RESULTS
 This Form 10-Q contains or may contain certain forward-looking statements concerning our financial
position, results of operations, cash flows, business strategy, budgets, projected costs and plans
and objectives of management for future operations as well as other statements including words such
as anticipate, believe, plan, estimate, expect, intend, and other similar expressions.
These forward-looking statements involve significant risks and uncertainties. Although we believe
that the expectations reflected in such forward-looking statements are based on reasonable
assumptions, readers are cautioned that no assurance can be given that such expectations will prove
correct and that actual results and developments may differ materially from those conveyed in such
forward-looking statements. We claim the protection of the safe harbor for forward-looking
statements contained in the Private Securities Litigation Reform Act of 1995 for all
forward-looking statements. Important factors that could cause actual results to differ materially
from the expectations reflected in the forward-looking statements in this Form 10-Q include, among
others, our ability to manage decreased revenue levels; our need to attract new business and
increase revenues; our declining cash position; our ability to manage costs and headcount relative
to expected revenues; our ability to achieve proper utilization rates or charge acceptable rates
for our services could adversely affect our ability to successfully introduce new service
offerings; our dependence on a limited number of clients for a large portion of our revenue; the
potential loss of significant clients; our ability to attract new clients and sell additional work
to existing clients; our ability to attract and retain employees; the rapidly changing nature of
information technology services, including our ability to keep pace with technological and market
changes and our ability to refine and add to existing service offerings; the lack of shareholder
approved stock options available for grants by the Company to retain existing employees; our
ability to successfully integrate the Charter business with our business; and changing business,
economic or market conditions and changes in competitive and other factors, all as more fully
described herein and in our Annual Report on Form 10-K for the year ended December 31, 2006 under
Risk Factors and elsewhere from time to time in our filings with the SEC, press releases and other
communications. Such forward-looking statements speak only as of the date on which they are made
and we do not undertake any obligation to update any forward-looking statement to reflect events or
circumstances after
 Page 19




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##### Table of Contents



TECHNOLOGY SOLUTIONS COMPANY
 MANAGEMENTS DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
 the date of this Form 10-Q . If we do update or correct one or more forward-looking statements,
investors and others should not conclude that we will make additional updates or corrections with
respect thereto or with respect to other forward-looking statements. Our actual results may vary
materially.
 Page 20




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##### Table of Contents



TECHNOLOGY SOLUTIONS COMPANY
 PART I. FINANCIAL INFORMATION
(Continued)
 
 ITEM 3QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
   
 ITEM 4CONTROLS AND PROCEDURES
  
 ITEM 4TCONTROLS AND PROCEDURES
  Page 21




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TECHNOLOGY SOLUTIONS COMPANY
 
 PART II. OTHER INFORMATION
 
 ITEM 1LEGAL PROCEEDINGS
  
 ITEM 1ARISK FACTORS
  
 ITEM 2UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
 (c) STOCK REPURCHASES
 (c) Total number
    
    (d) Maximum number ofof shares
    
    shares (or approximate(a) Total
    
    
    
    
    
    purchased as part
    
    dollar value of shares)number
    
    (b) Average
    
    of publicly
    
    that may yet beof shares
    
    price paid per
    
    announced plans
    
    purchased under thePeriod
    
    purchased
    
    share
    
    or programs
    
    plans or programsJanuary 1, 2007 
January 31, 2007
    
    
    0
    
    
    $
    
    
    
    
    0
    
    
    
    234,360February 1, 2007 
February 28, 2007
    
    
    0
    
    
    $
    
    
    
    
    0
    
    
    
    234,360March 1, 2007  March 31,
2007
    
    
    0
    
    
    $
    
    
    
    
    0
    
    
    
    234,360Total
    
    
    0
    
    
    $
    
    
    
    
    0
    
    
    
    234,360
  Page 22




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##### Table of Contents



TECHNOLOGY SOLUTIONS COMPANY
 PART II. OTHER INFORMATION  (Continued)
 
 ITEM 3DEFAULT UPON SENIOR SECURITIES
  
 ITEM 4SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
  1.
    
    Ms. Paula Krueger, Ms. Kathryn A. DCamp and Messrs. Raymond P. Caldiero, Carl
F. Dill, Jr., Milton G. Silva-Craig, and Timothy R. Zoph were elected to serve as
members of the Companys Board of Directors receiving 1,858,641; 1,858,631;
1,858,650; 1,885,632; 1,885,640; and 1,885,634 votes in favor of election,
respectively, and 201,817; 201,827; 201,808; 174,826; 174,818; and 174,824 votes
withheld, respectively.2.
    
    The appointment of Grant Thornton LLP to serve as the Companys independent
auditors for its fiscal year ending December 31, 2007 was ratified; 2,055,557 votes
were cast for the ratification; 3,129 votes were cast against the ratification; and
there were 1,772 abstentions. There were no broker non-votes
 
 ITEM 5OTHER INFORMATION
  
 ITEM 6EXHIBITS
 Exhibit #
    
    Description of Document31.1*
    
    Certification of Chief Executive
Officer pursuant to Section 302 of  the Sarbanes-Oxley Act of 200231.2*
    
    Certification of Chief Financial
Officer pursuant to Section 302 of  the Sarbanes-Oxley Act of 200232.1*
    
    Certification of Chief Executive
Officer pursuant to Section 906 of  the Sarbanes-Oxley Act of 200232.2*
    
    Certification of Chief Financial
Officer pursuant to Section 906 of  the Sarbanes-Oxley Act of 2002
 
 *
    
    Filed herewith Page 23




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##### Table of Contents



SIGNATURE
  TECHNOLOGY SOLUTIONS COMPANYDate:
    
    May 15, 2007
    
    By:
    
    /s/ SANDOR GROSZSandor GroszChief Financial Officer(Duly Authorized Officer andPrincipal Financial Officer)
 Page 24