UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION


                             Washington, D.C. 20549


                                   FORM 10-Q/A
                                (Amendment No. 1)


(Mark One)
(X)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934

For the quarterly period ended April 5, 2005

                                       OR

( )  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934


For the transition period from            to

Commission file number 0-20022


                           POMEROY IT SOLUTIONS, INC.
                           --------------------------
             (Exact name of registrant as specified in its charter)


DELAWARE                                             31-1227808
--------                                             ----------
(State or other jurisdiction of incorporation        (IRS Employer
 or organization)                                    Identification No.)

                     1020 Petersburg Road, Hebron, KY 41048
                     --------------------------------------
                    (Address of principal executive offices)

                                 (859) 586-0600
                                 --------------
              (Registrant's telephone number, including area code)

     Indicate  by  check  mark  whether the registrant (1) has filed all reports
required  to  be  filed by Section 13 or 15(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
requirements  for  the  past  90  days.

YES  X  NO
    ---    ---

     Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).

YES  X  NO
    ---    ---
The number of shares of common stock outstanding as of April 30, 2005 was
12,583,945


<PAGE>
<TABLE>
<CAPTION>
                            POMEROY IT SOLUTIONS, INC.

                                 TABLE OF CONTENTS


Part I.     Financial Information

            Item 1.                Financial Statements:                      Page
                                                                              ----
<S>         <C>                    <C>                                        <C>
                                   Consolidated Balance Sheets as of April       2
                                   5, 2005 (Unaudited) and January 5, 2005

                                   Consolidated Statements of Income for
                                   the Three Months Ended April 5, 2005          4
                                   and 2004 (Unaudited)

                                   Consolidated Statements of
                                   Comprehensive Income for the Three            5
                                   Months Ended April 5, 2005 and 2004
                                   (Unaudited)

                                   Consolidated Statements of Cash Flows
                                   for the Three Months Ended April 5, 2005
                                   and 2004 (Unaudited)                          6

                                   Notes to Consolidated Financial               7
                                   Statements (Unaudited)

            Item 2.                Management's Discussion and Analysis of      14
                                   Financial Condition and Results of
                                   Operations

            Item 3.                Quantitative and Qualitative Disclosure      19
                                   about Market Risk

            Item 4.                Controls and Procedures                      19

Part II.    Other Information


            Item 1.                Legal Proceedings                            20

            Item 2.                Unregistered Sales of Equity Securities
                                   and Use of Proceeds                          20

            Item 3.                Defaults Upon Senior Securities              20

                                   Submission of Matters to a Vote of
            Item 4.                Security Holders                             20

            Item 5.                Other Information                            20

            Item 6.                Exhibits                                     20

SIGNATURES                                                                      21
</TABLE>


<PAGE>
                                EXPLANATORY NOTE

     This  Form  10-Q/A (Amendment No. 1) for the quarter ended April 5, 2005 is
being  filed  to  restate  the consolidated financial statements of the Company,
resulting  from  accounting errors in which payroll and subcontractor costs were
under-accrued  as  of April 5, 2005.  As a result, cost of sales and service and
selling,  general and administrative expenses were understated by $1.421 million
and  $503  thousand,  respectively,  for  the  three months ended April 5, 2005,
resulting  in  a  decrease  in  service  gross  margins from 31.3%, as initially
reported, to 28.6% and a decrease in earnings per share on a fully diluted basis
from  $.23  to  $.14.  The  Company  records employee and subcontractor expenses
related  to  the  provision  of  services as cost of sales and service and other
employee  and  subcontractor  expenses  as  selling,  general and administrative
expenses.


     The  errors  were identified by management in connection with the review of
the  Company's  financial  accounting  systems  subsequent to the release of the
first  quarter  financial  results.  The under-accrual error relating to payroll
expenses  occurred  in  connection  with  the final conversion, during the first
quarter of 2005, of  Alternative Resources Corporation ("ARC") payroll practices
to  the  Company's  payroll systems as part of completing the integration of the
Company's  merger  with  ARC.  The  conversion  and integration process involved
changing  certain employees' payroll payments from a bi-weekly to a weekly basis
and  the  under-accrual  resulted  from  an  error  in  the accrual formula.  In
addition,  the processing of certain subcontractor expenses was not completed on
a timely basis as a result of the relocation of that processing function, during
the  first  quarter  of  2005,  from  the  former  ARC headquarters to Pomeroy's
headquarters.

     The  restatement  affects disclosures and tabular amounts in Part I Item 1,
Financial  Statements; Item 2, Management's Discussion and Analysis of Financial
Condition  and  Results  of  Operations;  and  Item  4, Controls and Procedures.


                                        1
<PAGE>
<TABLE>
<CAPTION>
                                    POMEROY IT SOLUTIONS, INC.
                                   CONSOLIDATED BALANCE SHEETS

(in thousands)                                                       April 5,    January 5,
                                                                       2005         2005
                                                                   ------------  -----------
                                                                   (Unaudited)
ASSETS
<S>                                                                <C>           <C>
Current Assets:
Cash and cash equivalents . . . . . . . . . . . . . . . . . . . .  $         30  $    13,108
Certificates of deposit . . . . . . . . . . . . . . . . . . . . .         4,576        4,561

Accounts receivable:
    Trade, less allowance of  $2,031 at April 5, 2005 and $1,462
        at January 5, 2005. . . . . . . . . . . . . . . . . . . .       121,773      143,113
    Vendor receivables, less allowance of $100 at
        April 5, 2005 and January 5, 2005 . . . . . . . . . . . .         5,804        5,790
    Net investment in leases. . . . . . . . . . . . . . . . . . .         3,118        3,814
    Other . . . . . . . . . . . . . . . . . . . . . . . . . . . .         1,905        2,902
                                                                   ------------  -----------
         Total receivables. . . . . . . . . . . . . . . . . . . .       132,600      155,619
                                                                   ------------  -----------

Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . .        16,650       17,188
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         7,858       10,302
                                                                   ------------  -----------
         Total current assets . . . . . . . . . . . . . . . . . .       161,714      200,778
                                                                   ------------  -----------

Equipment and leasehold improvements:
   Furniture, fixtures and equipment. . . . . . . . . . . . . . .        30,036       30,113
   Leasehold Improvements . . . . . . . . . . . . . . . . . . . .         6,323        6,187
                                                                   ------------  -----------
         Total. . . . . . . . . . . . . . . . . . . . . . . . . .        36,359       36,300

   Less accumulated depreciation. . . . . . . . . . . . . . . . .        21,626       21,061
                                                                   ------------  -----------
         Net equipment and leasehold improvements . . . . . . . .        14,733       15,239
                                                                   ------------  -----------

Net investment in leases, net of current portion. . . . . . . . .         2,425        1,650
Goodwill. . . . . . . . . . . . . . . . . . . . . . . . . . . . .       109,902      109,913
Intangible assets, net. . . . . . . . . . . . . . . . . . . . . .         3,434        3,702
Other assets. . . . . . . . . . . . . . . . . . . . . . . . . . .         2,753        1,606
                                                                   ------------  -----------
         Total assets . . . . . . . . . . . . . . . . . . . . . .  $    294,961  $   332,888
                                                                   ============  ===========
</TABLE>

                 See notes to consolidated financial statements.


                                        2
<PAGE>
<TABLE>
<CAPTION>
                                POMEROY IT SOLUTIONS, INC.
                               CONSOLIDATED BALANCE SHEETS

(in thousands)                                                    April 5,    January 5,
                                                                    2005         2005
                                                                 ----------  ------------
<S>                                                              <C>         <C>
                                                            (Restated-Unaudited)
LIABILITIES AND EQUITY

Current Liabilities:
Current portion of notes payable. . . . . . . . . . . . . . . .  $        -  $       912
Short-term borrowings . . . . . . . . . . . . . . . . . . . . .       1,584       20,153
Accounts payable. . . . . . . . . . . . . . . . . . . . . . . .      56,938       72,656
Deferred revenue. . . . . . . . . . . . . . . . . . . . . . . .       2,898        3,490
Employee compensation and benefits. . . . . . . . . . . . . . .       6,742        8,245
Accrued restructuring and severance charges . . . . . . . . . .       4,914        7,585
Other current liabilities . . . . . . . . . . . . . . . . . . .       4,937        6,778
                                                                 ----------  ------------
       Total current liabilities. . . . . . . . . . . . . . . .      78,013      119,819
                                                                 ----------  ------------

Notes payable, less current portion . . . . . . . . . . . . . .           -          250
Deferred income taxes . . . . . . . . . . . . . . . . . . . . .         375           97
Commitments and contingencies

Equity:
   Preferred stock,  $.01 par value; authorized 2,000 shares
      (no shares issued or outstanding) . . . . . . . . . . . .           -            -
   Common stock, $.01 par value; authorized 20,000 shares
      (13,341 and 13,188 shares issued at April 5, 2005 and
      January 5, 2005, respectively). . . . . . . . . . . . . .         133          132
   Paid-in capital. . . . . . . . . . . . . . . . . . . . . . .      87,229       85,231
   Accumulated other comprehensive income (loss). . . . . . . .          24          (78)
   Retained earnings. . . . . . . . . . . . . . . . . . . . . .     137,933      136,183
                                                                 ----------  ------------
                                                                    225,319      221,468
    Less treasury stock, at cost ( 778 shares at April 5, 2005
     and January 5, 2005) . . . . . . . . . . . . . . . . . . .       8,746        8,746
                                                                 ----------  ------------
         Total equity . . . . . . . . . . . . . . . . . . . . .     216,573      212,722
                                                                 ----------  ------------
         Total liabilities and equity . . . . . . . . . . . . .  $  294,961  $   332,888
                                                                 ==========  ============
</TABLE>

                 See notes to consolidated financial statements.


                                        3
<PAGE>
<TABLE>
<CAPTION>
                       POMEROY IT SOLUTIONS, INC.
                    CONSOLIDATED STATEMENTS OF INCOME
                               (UNAUDITED)

(in thousands, except earnings per share data)     Three Months Ended
                                                ------------------------
                                                 April 5,     April 5,
                                                   2005         2004
                                                -----------  -----------
<S>                                             <C>          <C>
                                                (Restated)

Net sales and revenues:
 Sales-equipment, supplies and leasing . . . .  $   111,313  $  124,599
 Service . . . . . . . . . . . . . . . . . . .       54,277      30,615
                                                -----------  -----------
    Total net sales and revenues . . . . . . .      165,590     155,214
                                                -----------  -----------

Cost of sales and service:
 Sales-equipment, supplies and leasing . . . .      102,424     114,573
 Service . . . . . . . . . . . . . . . . . . .       38,730      22,272
                                                -----------  -----------
    Total cost of sales and service. . . . . .      141,154     136,845
                                                -----------  -----------

       Gross profit. . . . . . . . . . . . . .       24,436      18,369
                                                -----------  -----------

Operating expenses:
   Selling, general and administrative . . . .       19,078      12,967
   Rent expense. . . . . . . . . . . . . . . .          854         768
   Depreciation. . . . . . . . . . . . . . . .        1,073         889
   Amortization. . . . . . . . . . . . . . . .          268          40
                                                -----------  -----------
       Total operating expenses. . . . . . . .       21,273      14,664
                                                -----------  -----------

Income from operations . . . . . . . . . . . .        3,163       3,705
                                                -----------  -----------

Other expense (income):
   Interest, net . . . . . . . . . . . . . . .          221         (12)
   Other . . . . . . . . . . . . . . . . . . .            -           2
                                                -----------  -----------
       Total other expense (income). . . . . .          221         (10)
                                                -----------  -----------

Income  before income tax. . . . . . . . . . .        2,942       3,715
Income tax expense . . . . . . . . . . . . . .        1,192       1,439
                                                -----------  -----------

Net income . . . . . . . . . . . . . . . . . .  $     1,750  $    2,276
                                                ===========  ===========

Weighted average shares outstanding:
   Basic . . . . . . . . . . . . . . . . . . .       12,469      12,231
                                                ===========  ===========
   Diluted . . . . . . . . . . . . . . . . . .       12,717      12,401
                                                ===========  ===========

Earnings per common share:
   Basic . . . . . . . . . . . . . . . . . . .  $      0.14  $     0.19
                                                ===========  ===========
   Diluted . . . . . . . . . . . . . . . . . .  $      0.14  $     0.18
                                                ===========  ===========
</TABLE>

              See notes to consolidated financial statements.


                                        4
<PAGE>
<TABLE>
<CAPTION>
                           POMEROY IT SOLUTIONS, INC.
                 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
                                   (UNAUDITED)

(in thousands)                                               Three Months Ended
                                                          -----------------------
                                                           April 5,     April 5,
                                                             2005         2004
                                                          -----------  ----------
<S>                                                       <C>          <C>
                                                          (Restated)

Net income . . . . . . . . . . . . . . . . . . . . . . .  $     1,750  $    2,276
Other comprehensive income:
   Foreign currency translation adjustment, net of tax .          102           -
                                                          -----------  ----------

Comprehensive income . . . . . . . . . . . . . . . . . .  $     1,852  $    2,276
                                                          ===========  ==========
</TABLE>

              See notes to consolidated financial statements.


                                        5
<PAGE>
<TABLE>
<CAPTION>
                               POMEROY IT SOLUTIONS, INC.
                          CONSOLIDATED STATEMENTS OF CASH FLOWS
                                       (UNAUDITED)

(in thousands)                                                    Three Months Ended
                                                               ------------------------
                                                                April 5,     April 5,
                                                                  2005         2004
                                                               -----------  -----------
                                                               (Restated)
<S>                                                            <C>          <C>
Cash flows from operating activities:
   Net income . . . . . . . . . . . . . . . . . . . . . . . .  $    1,750   $    2,276
   Adjustments to reconcile net income to net cash
      from operating activities:
   Depreciation . . . . . . . . . . . . . . . . . . . . . . .       1,073          889
   Amortization . . . . . . . . . . . . . . . . . . . . . . .         268           40
   Deferred income taxes. . . . . . . . . . . . . . . . . . .         998          197
   Loss on sale of fixed assets . . . . . . . . . . . . . . .           1            3
   Changes in working capital accounts, net of
      effects of acquisitions:
      Accounts receivable . . . . . . . . . . . . . . . . . .      22,019       14,480
      Inventories . . . . . . . . . . . . . . . . . . . . . .         350       (9,932)
      Prepaids. . . . . . . . . . . . . . . . . . . . . . . .       1,723          225
      Net investment in leases. . . . . . . . . . . . . . . .         226         (281)
      Accounts payable. . . . . . . . . . . . . . . . . . . .     (15,718)         564
      Deferred revenue. . . . . . . . . . . . . . . . . . . .        (592)        (906)
      Income tax payable. . . . . . . . . . . . . . . . . . .      (1,101)         363
      Employee compensation and benefits. . . . . . . . . . .      (1,503)       1,345
      Other, net. . . . . . . . . . . . . . . . . . . . . . .      (4,500)         201
                                                               -----------  -----------
   Net operating activities . . . . . . . . . . . . . . . . .       4,994        9,464
                                                               -----------  -----------
Cash flows from investing activities:
   Capital expenditures . . . . . . . . . . . . . . . . . . .        (386)        (251)
   Proceeds from sale of fixed assets . . . . . . . . . . . .           6            -
   Purchases of certificates of deposit . . . . . . . . . . .         (15)      (1,506)
   Acquisition of businesses, net of
      cash acquired . . . . . . . . . . . . . . . . . . . . .        (547)        (438)
                                                               -----------  -----------
   Net investing activities . . . . . . . . . . . . . . . . .        (942)      (2,195)
                                                               -----------  -----------
Cash flows from financing activities:
   Payments of notes payable. . . . . . . . . . . . . . . . .        (662)        (662)
   Proceeds from exercise of stock options
     and related tax benefit. . . . . . . . . . . . . . . . .       1,999          320
   Payments of short-term borrowings. . . . . . . . . . . . .     (18,569)           -
                                                               -----------  -----------
   Net financing activities . . . . . . . . . . . . . . . . .     (17,232)        (342)
                                                               -----------  -----------
Effect of exchange rate changes on cash and cash equivalents.         102            -
                                                               -----------  -----------
Change in cash and cash equivalents . . . . . . . . . . . . .     (13,078)       6,927
Cash and cash equivalents:
   Beginning of period. . . . . . . . . . . . . . . . . . . .      13,108       37,183
                                                               -----------  -----------
   End of period. . . . . . . . . . . . . . . . . . . . . . .  $       30   $   44,110
                                                               ===========  ===========
</TABLE>

              See notes to consolidated financial statements.


                                        6
<PAGE>
                           POMEROY IT SOLUTIONS, INC.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (unaudited)

1.   Basis  of  Presentation

     The consolidated financial statements have been prepared in accordance with
     accounting  principles  generally  accepted in the United States of America
     ("US  GAAP") for interim financial information and with the instructions to
     Form  10-Q  and  Rule  10-01  of  Regulation  S-X. Accordingly, they do not
     include  all  of  the  information  and  footnotes  required by US GAAP for
     complete  financial  statements. Except as disclosed herein, there has been
     no  material  change  in  the  information  disclosed  in  the  notes  to
     consolidated  financial  statements included in the Company's Annual Report
     on  Form  10-K  and  Form 10-K/A for the year ended January 5, 2005. In the
     opinion  of  management,  all  adjustments  (consisting of normal recurring
     accruals)  necessary  for  a  fair presentation of the interim periods have
     been made. The results of operations for the three-month period ended April
     5,  2005 are not necessarily indicative of the results that may be expected
     for  future  interim  periods  or  for  the  year  ending  January 5, 2006.

2.   Recent  Accounting  Pronouncements

     In  November 2004, the Financial Accounting Standards Board ("FASB") issued
     SFAS  No.  151,  "Inventory  Costs, an Amendment of ARB No. 43, Chapter 4."
     SFAS  No.  151  retains  the  general  principle  of ARB No. 43, Chapter 4,
     "Inventory  Pricing,"  that  inventories are presumed to be stated at cost;
     however,  it  amends  ARB  No.  43 to clarify that abnormal amounts of idle
     facilities,  freight,  handling  costs and spoilage should be recognized as
     current  period  expenses. Also, SFAS No. 151 requires fixed overhead costs
     be  allocated  to  inventories  based  on  normal  production capacity. The
     guidance  in  SAFS No. 151 is effective for inventory costs incurred during
     fiscal  years  beginning  after  June  15,  2005. The Company believes that
     implementing  SFAS  No.  151  should  not  have  any material impact on its
     financial  condition,  results  of  operations  or  cash  flows.

     In December 2004, the FASB issued SFAS No. 123 (revised 2004), "Share-Based
     Payment"  ("SFAS  123R"),  which  replaces  SFAS  No.  123, "Accounting for
     Stock-Based  Compensation"  ("SFAS 123") and supersedes APB Opinion No. 25,
     "Accounting  for  Stock  Issued  to  Employees."  SFAS  123R  requires  all
     share-based  payments  to  employees,  including  grants  of employee stock
     options,  to  be recognized in the financial statements based on their fair
     values,  beginning  with  the first interim or annual period of an entity's
     first  fiscal  year  beginning  after  June  15,  2005, with early adoption
     encouraged. The Company expects to adopt SFAS No. 123R effective January 6,
     2006.  The  pro  forma  disclosures  previously permitted under SFAS 123 no
     longer  will  be  an  alternative to financial statement recognition. Under
     SFAS  123R,  we  must determine the appropriate fair value model to be used
     for  valuing share-based payments, the amortization method for compensation
     cost  and  the  transition  method  to  be  used  at  date  of  adoption.

     SFAS No. 123R will apply to awards granted or modified by the Company after
     January  5,  2006. Compensation cost will also be recorded for prior option
     grants  that  vest  after that date. The effect of adopting SFAS 123 on the
     Company's  consolidated  results  of operations will depend on the level of
     future  option  grants  and  the  fair value of the options granted at such
     future  dates,  as well as the vesting periods provided by such awards and,
     therefore,  cannot  currently  be  estimated.  We  are  evaluating  the
     requirements  of  SFAS  123R  and  have  not  yet  determined the method of
     adoption  or  the  effect of adopting SFAS 123R, and we have not determined
     whether the adoption will result in amounts that are similar to the current
     pro  forma  disclosures  under  SFAS  123.


                                        7
<PAGE>
3.   Cash  and  Short-Term  Borrowings

     The  Company has a $165.0 million Syndicated Credit Facility Agreement with
     GE  Commercial  Distribution  Finance. The credit facility has a three-year
     term  and  its  components include a maximum of $75.0 million for inventory
     financing  as  described  above and a revolver, collateralized primarily by
     accounts  receivable,  of  up  to  $110.0 million. The credit facility also
     provides  a  letter  of  credit  facility  of  $5.0  million.  Interest  on
     outstanding  borrowings  under the credit facility is payable monthly based
     on the LIBOR rate and a pricing grid. This credit facility expires June 28,
     2007.

     The  Company  maintains  a  sweep  account with its bank whereby daily cash
     receipts  are  automatically  transferred  as  payment  towards  balances
     outstanding  under  the Company's credit facility. As of April 5, 2005, the
     Company  had  an outstanding balance under the Company's credit facility of
     $1.6 million. As of January 5, 2005, the Company had an outstanding balance
     under  the  Company's  credit  facility  of  $20.2  million.

     Under  the  terms  of  the  credit  facility, Pomeroy is subject to various
     financial  covenants  including  maintenance of a minimum level of tangible
     net  worth,  a  minimum  fixed charge coverage ratio and a maximum ratio of
     total  funded  indebtedness  to EBITDA. As of April 5, 2005, Pomeroy was in
     compliance  with  those  financial  covenants.


4.   Stock-Based  Compensation

     The Company accounts for stock-based compensation using the intrinsic value
     method  prescribed  in  Accounting  Principles  Board  Opinion  No.  25,
     "Accounting  for Stock Issued to Employees". Accordingly, compensation cost
     for  stock  options is measured as the excess, if any, of the quoted market
     price of the Company's common stock at the date of grant over the amount an
     employee  must  pay  to acquire the stock. The Company adopted SFAS No. 123
     for  disclosure  purposes  and  for  non-employee  stock  options.

     Had  compensation cost for the Company's stock option plans been determined
     based on the fair value of the awards at the grant date consistent with the
     provisions  of  SFAS  No.  123,  as amended by SFAS No.148, "Accounting for
     Stock-Based  Compensation-Transition  and  Disclosure,"  the  Company's net
     income  and  earnings  per  share  would have been reduced to the pro forma
     amounts  indicated  below:

<TABLE>
<CAPTION>
(in thousands, except per                        Three Months Ended April 5,
share amounts)                                      2005             2004
                                              ----------------  --------------
<S>                                           <C>               <C>
                                                 (Restated)
Net income - as reported                      $          1,750  $        2,276
Stock-based compensation expense-net of tax              1,092             539
                                              ----------------  --------------
Net income - pro forma                        $            658  $        1,737
                                              ================  ==============
Net income per common share - as reported
  Basic                                       $           0.14  $         0.19
                                              ================  ==============
  Diluted                                     $           0.14  $         0.18
                                              ================  ==============
Net income per common share - pro forma
  Basic                                       $           0.05  $         0.14
                                              ================  ==============
  Diluted                                     $           0.05  $         0.14
                                              ================  ==============
</TABLE>


                                        8
<PAGE>
5.   Earnings  per  Common  Share

     The following is a reconciliation of the number of shares used in the basic
     EPS  and  diluted  EPS  computations: (in thousands, except per share data)

<TABLE>
<CAPTION>
                                  Three Months Ended April 5,
                    --------------------------------------------------------
                            2005                            2004
                    -------------------------       -------------------------
                                   Per Share                       Per Share
                    Shares          Amount          Shares          Amount
                    ------        -----------       ------        -----------
<S>                 <C>     <C>   <C>          <C>  <C>     <C>   <C>
                                  (Restated)
Basic EPS           12,469        $      0.14       12,231        $     0.19
Effect of dilutive
  stock options        248                  -          170             (0.01)
                    ------        -----------       ------        -----------
Diluted EPS         12,717        $      0.14       12,401        $     0.18
                    ======        ===========       ======        ===========
</TABLE>

6.   Goodwill  and  Long-Lived  Assets

     Intangible assets with definite lives are amortized using straight-line and
     accelerated  methods over their estimated useful lives. The following table
     provides  a  summary of the Company's intangible assets with definite lives
     as  of  April  5,  2005  and  January  5,  2005:

<TABLE>
<CAPTION>
(in thousands)                    Gross                      Net       Gross                      Net
                                Carrying    Accumulated   Carrying   Carrying    Accumulated   Carrying
                                 Amount    Amortization    Amount     Amount    Amortization    Amount
                                4/5/2005     4/5/2005     4/5/2005   1/5/2005     1/5/2005     1/5/2005
                                -----------------------------------  -----------------------------------
<S>                             <C>        <C>            <C>        <C>        <C>            <C>
Amortized intangible assets:
  Covenants not-to-compete      $   2,024  $       1,805  $     219  $   2,024  $       1,769  $     255
  Customer lists                    2,877            748      2,129      2,877            559      2,318
  Other Intangibles                 1,200            114      1,086      1,200             71      1,129
                                ---------  -------------  ---------  ---------  -------------  ---------
  Total amortized intangibles   $   6,101  $       2,667  $   3,434  $   6,101  $       2,399  $   3,702
                                =========  =============  =========  =========  =============  =========
</TABLE>


                                        9
<PAGE>
     Amortized intangible assets are being amortized over periods ranging from 1
     to  15 years for covenants not-to-compete, 7 to 15 years for customer lists
     and  7  years  for  other intangibles. For the quarter ended April 5, 2005,
     amortization  expense  related  to intangible assets was $268 thousand. For
     the quarter ended April 5, 2004, amortization expense related to intangible
     assets  was  $40  thousand.

     Projected  future  amortization  expense  related to intangible assets with
     definite  lives  are  as  follows:

<TABLE>
<CAPTION>
(in thousands)
Fiscal Years:
<S>             <C>        <C>
2005            $   496    April 6, 2005 - January 5, 2006
2006                543
2007                504
2008                461
2009                421
2010 +            1,009
                -------
       Total    $ 3,434
                =======
</TABLE>

     The  change  in  the  net  carrying amount of goodwill for the three months
     ended  April  5,  2005  by  segment  are  as  follows:

<TABLE>
<CAPTION>
(in thousands)                                Products   Services    Consolidated
                                             ----------  ---------  --------------
<S>                                          <C>         <C>        <C>
Net carrying amount as of 1/5/05             $  36,060   $  73,853  $     109,913
Net goodwill recorded during first quarter         (54)         43            (11)
                                             ----------  ---------  --------------
Net carrying amount as of 4/5/05             $  36,006   $  73,896  $     109,902
                                             ==========  =========  ==============
</TABLE>

7.   Supplemental  Cash  Flow  Disclosures

     Supplemental  disclosures  with  respect  to  cash  flow  information  and
     non-cash investing and financing activities are as follows: (in thousands)

<TABLE>
<CAPTION>
                                       Three Months Ended April 5,
                                     -------------------------------
                                          2005            2004
                                     --------------  ---------------
<S>                                  <C>             <C>
Interest paid                        $         286   $            88
                                     ==============  ===============
Income taxes paid                    $         527   $           978
                                     ==============  ===============
Adjustments to purchase price
 of acquisition assets and goodwill  $        (558)  $            92
                                     ==============  ===============

Business combinations accounted for
as purchases:
  Assets acquired                    $         547   $           438
  Liabilities assumed                            -                 -
                                     --------------  ---------------
  Net cash paid                      $         547   $           438
                                     ==============  ===============
</TABLE>


                                       10
<PAGE>
8.   Litigation

     There  are  various  legal actions arising in the normal course of business
     that  have  been  brought  against  the  Company. Management believes these
     matters  will not have a material adverse effect on the Company's financial
     position or results of operations.

9.   Segment  Information

     Summarized  financial  information  concerning  the  Company's  reportable
     segments is shown in the following table. (in thousands)

<TABLE>
<CAPTION>
                                     Three Months Ended April 5, 2005
                                                (Restated)
                               ---------------------------------------------
                               Products   Services   Leasing   Consolidated
                               ---------  ---------  --------  -------------
<S>                            <C>        <C>        <C>       <C>
Revenues                       $ 111,285  $  54,277  $     28  $     165,590
Income from operations             1,512      1,632        19          3,163
Total assets                     172,120    116,525     6,316        294,961
Capital expenditures                 140        246         -            386
Depreciation and amortization        383        958         -          1,341

                                     Three Months Ended April 5, 2004
                               ---------------------------------------------
                               Products   Services   Leasing   Consolidated
                               ---------  ---------  --------  -------------
Revenues                       $ 124,586  $  30,615  $     13  $     155,214
Income from operations             1,533      2,171         1          3,705
Total assets                     173,475     91,665     7,745        272,885
Capital expenditures                 137        114         -            251
Depreciation and amortization        505        423         1            929
</TABLE>

10.  Reclassifications

     Certain reclassifications of prior period amounts have been made to conform
     to the current period presentation.


11.  Restructuring  and  Severance  Charges

     During  the  third  quarter  of  2004, in connection with certain strategic
     initiatives,  the  Company  recorded  restructuring  and  severance charges
     aggregating  $1.0  million.  The  restructuring  and  severance  charge was
     associated  with legacy Pomeroy costs of facilities and processes that have
     or  will  become  duplicative  or  redundant  as  Alternative  Resources
     Corporation ("ARC") operations are integrated into the Company. These costs
     consisted  of facility closing and involuntary employee reduction severance
     costs  of  $576  thousand and $400 thousand, respectively. These costs were
     accounted  for under FAS 146, "Accounting for Costs Associated with Exit or
     Disposal  Activities,"  and  were  included  as  a charge to the results of
     operations  for  the  three  and  nine-month periods ended October 5, 2004.
     Going  forward,  any  changes  to  the estimates of executing the currently
     approved  plans  of  restructuring  will be reflected in current results of
     operations.

     The  Company  also  recorded  during  the  third  quarter  of  2004  a
     non-recurring,  one-time  charge  for  severance  in  the  amount of $1.447
     million  related  to  the  resignation  of  founder and former CEO David B.
     Pomeroy II. Mr. Pomeroy will continue to serve as Chairman of the Board and
     as a consultant.

     As  of  April  5,  2005,  the  restructuring  and  severance charge accrual
     consisted of the following:


                                       11
<PAGE>
<TABLE>
<CAPTION>
                          Total Initial   Cash        Accrued balance
(in thousands)            Accrual         payments    at April 5, 2005
                          ---------------------------------------------
<S>                       <C>             <C>         <C>
Severance                 $        1,847  $  (1,637)  $             210
Facility consolidations              576       (295)                281
                          ---------------------------------------------
                          $        2,423  $  (1,932)  $             491
                          =============================================
</TABLE>

     Also,  the  Company's  management  recorded  a  restructuring  charge
     liability  in  connection  with  the  ARC  acquisition to eliminate certain
     duplicative  activities  and  reduced  facility  requirements. As a result,
     approximately  $6.4  million  of  costs  were  recorded  as  part  of  the
     liabilities  assumed in the ARC acquisition in July 2004. The restructuring
     charge  consisted of costs of vacating duplicative leased facilities of ARC
     and  severance  costs  associated  with exiting activities. These costs are
     accounted  for  under  EITF 95-3, "Recognition of Liabilities in Connection
     with  Purchase  Business  Combinations."  These  costs were recognized as a
     liability  assumed in the purchase business combination and included in the
     allocation  of  the  cost  to  acquire  ARC.  Changes  to  the estimates of
     executing  the  currently  approved plans of restructuring through July 23,
     2005  will  be  recorded  as  an  increase or decrease in goodwill with any
     increases in estimates thereafter charged to operations.

<TABLE>
<CAPTION>
                          Total Initial   Cash        Liability balance at
(in thousands)            Liability       payments    April 5, 2005
                          -------------------------------------------------
<S>                       <C>             <C>         <C>
Severance                 $        2,682  $  (1,786)  $                 896
Facility consolidations            3,715       (410)                  3,305
                          -------------------------------------------------
                          $        6,397  $  (2,196)  $               4,201
                          =================================================
</TABLE>

     Additionally,  as  part  of  the  acquisition  of ARC, the Company acquired
     the remaining obligations of ARC's existing restructuring plans, which were
     initially  recorded  by  ARC  in  fiscal  2003  and  fiscal 2002. The total
     obligations  assumed  in connection with these restructuring plans was $2.1
     million at July 23, 2004.

     As  of  April  5,  2005,  the  balance  of  the  ARC fiscal 2003 and fiscal
     2002 accrued restructuring costs recorded consisted of the following:

<TABLE>
<CAPTION>
(in thousands)

Fiscal 2003 Restructuring Charge
                                   Total Accrual as   Cash        Balance at   April
                                   of 7/23/04         payments    5, 2005
                                   --------------------------------------------------
<S>                                <C>                <C>         <C>
Severance                          $             647  $    (642)  $                 5
                                   --------------------------------------------------
                                   $             647  $    (642)  $                 5
                                   ==================================================

Fiscal 2002 Restructuring Charge
                                   Total Accrual as   Cash        Balance at   April
                                   of 7/23/04         payments    5, 2005
                                   --------------------------------------------------
Facility consolidations            $             756  $    (573)  $               183
Other charges                                    696       (662)                   34
                                   --------------------------------------------------
                                   $           1,452  $  (1,235)  $               217
                                   ==================================================
</TABLE>


                                       12
<PAGE>
12.  Restatement

     Subsequent to the filing of the Company's Quarterly Report on Form 10-Q for
the quarterly period ended April 5, 2005, the Company determined that there were
accounting errors in which payroll and subcontractor costs were under-accrued as
of  April  5, 2005.  As a result, cost of sales and service and selling, general
and  administrative  expenses  were  understated  by  $1.421  million  and  $503
thousand, respectively, for the three months ended April 5, 2005, resulting in a
decrease  in  service  gross margins from 31.3%, as initially reported, to 28.6%
and a decrease in earnings per share on a fully diluted basis from $.23 to $.14.
The Company records employee and subcontractor expenses related to the provision
of  services  as  cost of sales and service and other employee and subcontractor
expenses  as  selling,  general  and  administrative  expenses.

     The  following  table  sets  forth the consolidated statement of income and
selected  balance  sheet  data  previously reported on Form 10-Q for the quarter
ended  April  5,  2005,  and  the  restated  amounts:

<TABLE>
<CAPTION>
Pomeroy IT Solutions, Inc.
Consolidated Statements of Income
Three months ended April 5, 2005
(in thousands, except earnings per share data)

                                                As reported   As restated
                                                ------------  ------------
<S>                                             <C>           <C>
Total net sales and revenues                    $    165,590  $    165,590
Total cost of sales and service                      139,733       141,154
                                                ------------  ------------
Gross profit                                          25,857        24,436
Total operating expenses                              20,770        21,273
                                                ------------  ------------
Income from operations                                 5,087         3,163
Total other expense                                      221           221
                                                ------------  ------------
Income before income tax                               4,866         2,942
Income tax expense                                     1,971         1,192
                                                ------------  ------------
Net income                                      $      2,895  $      1,750
                                                ============  ============

Earnings per share:
Basic                                           $       0.23  $       0.14
                                                ============  ============
Diluted                                         $       0.23  $       0.14
                                                ============  ============
</TABLE>

<TABLE>
<CAPTION>
Pomeroy IT Solutions, Inc.
Consolidated Balance Sheet  Selected Data
As of April 5, 2005
(in thousands)
                                            As reported   As restated
                                            ------------  ------------
<S>                                         <C>           <C>
Total current assets                        $    161,714  $    161,714
                                            ------------  ------------
Total assets                                $    294,961  $    294,961
                                            ============  ============

Total current liabilities                   $     76,868  $     78,013
Total long-term liabilities                          375           375
Total equity                                     217,718       216,573
                                            ------------  ------------
Total liabilities and equity                $    294,961  $    294,961
                                            ============  ============
</TABLE>


                                       13
<PAGE>
     ITEM  2-MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF FINANCIAL CONDITION AND
RESULTS  OF  OPERATIONS

Restatement

     This  section  has  been  updated  to  give  effect  to  the restatement as
discussed  in Note 12 to the Notes to Consolidated Financial Statements included
in  Item  1.


         Special Cautionary Notice Regarding Forward-Looking Statements
         --------------------------------------------------------------

Certain  of the matters discussed under the caption "Management's Discussion and
Analysis  of  Financial  Condition  and  Results  of Operations" contain certain
forward  looking  statements  regarding future financial results of the Company.
The words "expect," "estimate," "anticipate," "predict," and similar expressions
are  intended  to  identify  forward-looking  statements.  Such  statements  are
forward-looking  statements  for  purposes of the Securities Act of 1933 and the
Securities  Exchange  Act of 1934, as amended, and as such may involve known and
unknown  risks,  uncertainties  and  other  factors  which  may cause the actual
results,  performance  or achievements of the Company to be materially different
from  future  results,  performance or achievements expressed or implied by such
forward-looking  statements.  Important  factors  that  could  cause  the actual
results,  performance  or  achievements of the Company to differ materially from
the  Company's  expectations  are  disclosed in this document including, without
limitation,  those  statements  made  in  conjunction  with  the forward-looking
statements  under  "Management's  Discussion and Analysis of Financial Condition
and  Results  of  Operations".  All  written  or oral forward-looking statements
attributable  to  the  Company are expressly qualified in their entirety by such
factors.


                                       14
<PAGE>
RESULTS  OF  OPERATIONS
The  following  table  sets  forth for the periods presented information derived
from  our  consolidated  statements  of  income expressed as a percentage of net
sales  and  revenues:

<TABLE>
<CAPTION>
                                       Percentage of Net Sales and Revenues
                                       ------------------------------------
       Financial Results                    Three months ended April 5,
-------------------------------------  ----------------  ------------------
                                             2005              2004
                                       ----------------  ------------------
<S>                                    <C>               <C>
                                          (Restated)

Net sales and revenues:
  Equipment, supplies and leasing                 67.2%               80.3%
  Service                                         32.8%               19.7%
                                       ----------------  ------------------
  Total net sales and revenues                   100.0%              100.0%
                                       ================  ==================

Cost of sales and servce:
  Equipment, supplies and leasing                 61.8%               73.8%
  Service                                         23.4%               14.3%
                                       ----------------  ------------------
    Total cost of sales and service               85.2%               88.1%
                                       ================  ==================

Gross profit:
  Equipment, supplies and leasing                  5.4%                6.5%
  Service                                          9.4%                5.4%
                                       ----------------  ------------------
    Total gross profit                            14.8%               11.9%
                                       ================  ==================

Operating expenses:
  Selling, general and administrative             11.6%                8.4%
  Rent                                             0.5%                0.5%
  Depreciation                                     0.6%                0.6%
  Amortization                                     0.2%                0.0%
                                       ----------------  ------------------
    Total operating expenses                      12.9%                9.5%
                                       ================  ==================

Income from operations                             1.9%                2.4%

                                       ----------------  ------------------
Net other expense                                  0.1%                0.0%
                                       ================  ==================

Income before income tax                           1.8%                2.4%
Income tax expense                                 0.7%                0.9%
                                       ----------------  ------------------
Net income                                         1.1%                1.5%
                                       ================  ==================
</TABLE>


                                       15
<PAGE>
                           POMEROY IT SOLUTIONS, INC.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

TOTAL  NET  SALES  AND  REVENUES.  Total  net sales and revenues increased $10.4
million,  or  6.7%,  to  $165.6 million in the first quarter of fiscal 2005 from
$155.2  million  in  the  first  quarter of fiscal 2004.    Products and leasing
sales  decreased $13.3 million, or 10.7%, to $111.3 million in the first quarter
of  fiscal  2005  from $124.6 million in the first quarter of fiscal 2004.  This
decrease  is  due to the pace of IT spending in the latter portion of our fiscal
quarter  whereby  multiple  projects  were  slowed or delayed.  Service revenues
increased  $23.7  million,  or  77.3%,  to $54.3 million in the first quarter of
fiscal 2005 from $30.6 million in the first quarter of fiscal year 2004.    This
increase  is due to the acquisition of Alternative Resources Corporation ("ARC")
on  July  23,  2004.

GROSS PROFIT. Gross profit increased $6.1 million, or 33.0%, to $24.4 million in
the  first  quarter  of  fiscal  2005 from $18.4 million in the first quarter of
fiscal  2004.  The  increase  resulted  primarily  from  the increase in service
revenues  as  a  percentage  of total revenues and the increase in service gross
margin  as  a  percentage  of  total  gross  margins  due  to the acquisition of
Alternative  Resources  Corporation.  Gross  profit, as a percentage of revenue,
increased  to  14.8% in the first quarter of fiscal 2005 as compared to 11.9% in
the  first  quarter  of  fiscal  2004.  This  increase  in gross margin resulted
primarily  from the increase in service margins, increase in service revenues as
a  percentage  of  total  revenues and the increase in service gross margin as a
percentage  of  total  gross  margin.  On  a  forward looking basis, the Company
expects  to  be  aggressive  in product and service pricing in order to increase
market  share,  which  could have an unfavorable impact on overall gross margin.
Additionally,  the  Company expects to continue increasing the breadth and depth
of  its  service  offerings, which will have a continued impact on service gross
margin.  Factors  that  may have an impact on gross margin in the future include
the  continued  changes  in  hardware  margins, changes in personnel utilization
rates,  the mix of products sold and services provided, a change in unit prices,
the  percentage  of  equipment or service sales with lower-margin customers, the
ratio  of  service  revenues  to total net sales and revenues, and the Company's
decision  to  aggressively  price  certain  products  and  services.

OPERATING  EXPENSES.  Selling,  general  and  administrative expenses (including
rent  expense)  expressed  as  a  percentage  of  total  net  sales and revenues
increased  to  12.1%  in the first quarter of fiscal 2005 from 8.9% in the first
quarter  of  fiscal 2004.  Total operating expenses expressed as a percentage of
total  net  sales and revenues increased to 12.9% in the first quarter of fiscal
2005 from 9.5% in the first quarter of fiscal 2004.  The increases are primarily
the  result  of  the  acquisition  of  Alternative  Resources  Corporation.

INCOME  FROM  OPERATIONS.  Income  from  operations  decreased  $0.5 million, or
14.6%,  to $3.2 million in the first quarter of fiscal 2005 from $3.7 million in
the  first  quarter  of fiscal 2004. The Company's operating margin decreased to
1.9%  in  the  first  quarter  of  fiscal  2005 as compared to 2.4% in the first
quarter  of  fiscal  2004.  This  decrease  is  primarily due to the increase in
operating  expenses.

INTEREST  INCOME/EXPENSE.  Net  interest  expense  was $0.2 million during first
quarter  of  fiscal  2005  as  compared to net interest income of $0.012 million
during  first quarter of fiscal 2004.  This increase in net interest expense was
a  result  of increased borrowings under our credit facility relating to the ARC
acquisition  and  lower  interest  rates  on  invested  funds.

INCOME  TAXES.  The  Company's effective tax rate was 40.5% in the first quarter
of  fiscal  2005  compared  to 38.7% in the first quarter of fiscal 2004.   This
increase  was  principally  related  to  the  increase in state and local income
taxes.

NET INCOME. Net income decreased $0.5 million, or 23.1%, to  $1.8 million in the
first three months of fiscal 2005 from $2.3 million in the first three months of
fiscal  2004  due  to  the  factors  described  above.


                                       16
<PAGE>
                         LIQUIDITY AND CAPITAL RESOURCES

Cash provided by operating activities was $5.0 million in the first three months
of  fiscal  2005.  Cash  used  in  investing  activities was $0.9 million, which
included  $0.5  million for prior year acquisitions and $0.4 million for capital
expenditures.  Cash  used  in  financing  activities  was  $17.2  million, which
included  $18.5  million for repayment of short-term borrowings and $0.7 million
for  payments  of notes payable offset by $2.0 million of proceeds from exercise
of  stock  options.

A  significant  part  of  Pomeroy's  inventories  are  financed  by  floor  plan
arrangements with third parties. At April 5, 2005, these lines of credit totaled
$85.0  million,  including $75.0 million with GE Commercial Distribution Finance
("GECDF")  and  $10.0  million  with  IBM Credit Corporation ("ICC"). Borrowings
under  the  GECDF  floor  plan  arrangements  are  made  on  thirty-day  notes.
Borrowings  under the ICC floor plan arrangements are made on fifteen-day notes.
All  such  borrowings  are  secured  by  the  related  inventory.  Financing  on
substantially  all  of  the  arrangements  is  interest free due to subsidies by
manufacturers.  Overall, the average interest rate on these arrangements is less
than  1.0%.  The  Company  classifies  amounts  outstanding under the floor plan
arrangements  as  accounts  payable.

The  Company  has  a  $165.0  million  Syndicated Credit Facility Agreement with
GECDF.   The  credit facility has a three-year term and its components include a
maximum  of  $75.0  million  for  inventory  financing  as described above and a
revolving line of credit, collateralized primarily by accounts receivable, of up
to  $110.0 million; provided that the total amount outstanding at any time under
the inventory financing facility and the revolving line of credit may not exceed
$165.0  million.  The  credit facility also provides a letter of credit facility
of  $5.0  million.   The interest rate under the credit facility is based on the
London  InterBank  Offering  Rate  ("LIBOR") and a pricing grid.  As of April 5,
2005  the  adjusted LIBOR rate was 4.87%.  This credit facility expires June 28,
2007.

As  of April 5, 2005, the Company had an outstanding balance under the Company's
credit  facility  of  $1.6  million.  As  of January 5, 2005, the Company had an
outstanding  balance  under the Company's credit facility of $20.2 million.  The
credit facility is collateralized by substantially all of the assets of Pomeroy,
except  those  assets  that  collateralize certain other financing arrangements.
Under  the terms of the credit facility, Pomeroy is subject to various financial
covenants.  Currently,  Pomeroy  is not in violation of any financial covenants.

Pomeroy  believes  that  the  anticipated  cash flow from operations and current
financing  arrangements  will  be  sufficient  to  satisfy  Pomeroy's  capital
requirements  for  the  next  twelve  months. Historically, Pomeroy has financed
acquisitions  using a combination of cash, earn outs, shares of its Common Stock
and  seller  financing.  Pomeroy  anticipates  that  future acquisitions will be
financed  in  a  similar  manner.

On  October  11,  2004,  the Board of Directors approved the repurchase of up to
100,000 shares of the Company's common stock.  This stock redemption program was
approved  to  remain in place and in full force/effect for a period of one year.


OFF-BALANCE  SHEET  ARRANGEMENTS  AND  CONTRACTUAL  OBLIGATIONS

Aggregated  information  about the Company's contractual obligations as of April
5,  2005  are  presented  in  the  following  table:

<TABLE>
<CAPTION>
(in thousands)                              Payments due by period
                          -------------------------------------------------------
                                   LESS THAN                           MORE THAN
CONTRACTUAL OBLIGATIONS    TOTAL     1 YEAR    1-3 YEARS   3-5 YEARS    5 YEARS
---------------------------------------------------------------------------------
<S>                       <C>      <C>         <C>         <C>         <C>
Operating leases          $16,330  $    5,121  $    6,411  $    4,281  $      517
Floor plan notes payable   13,889      13,889           -           -           -
Short-term borrowings       1,584       1,584           -           -           -
                          -------------------------------------------------------
Total contractual cash
obligations               $31,803  $   20,594  $    6,411  $    4,281  $      517
                          =======================================================
</TABLE>


                                       17
<PAGE>
The  operating leases, shown above, are not recorded on the consolidated balance
sheet.  Operating  leases  are  utilized in the normal course of business.   The
expected  timing or payment of obligations discussed above is estimated based on
current  information.  Timing  of  payments  and  actual  amounts  paid  may  be
different  depending  on  changes  to  agreed-upon amounts for some obligations.


                                       18
<PAGE>
ITEM  3-QUANTITATIVE  AND  QUALITATIVE  DISCLOSURES  ABOUT  MARKET  RISK.

The  Company  is  exposed  to  interest  rate  risk primarily through its credit
facility  with  GECDF.  Due  to the Company's current cash position, the Company
did  not  experience  a  material  impact  from interest rate risk for the first
quarter  of  fiscal  2005.

Currently,  the  Company does not have any significant financial investments for
trading  or  other  speculative  purposes  or  to manage interest rate exposure.

ITEM 4-CONTROLS AND PROCEDURES

Evaluation  of  Disclosure  Controls  and  Procedures

The  Company  maintains  disclosure controls and procedures (as defined in Rules
13(a)-15(e)  and  15(d)-15(e) of the Securities Exchange Act of 1934, as amended
(the  "Exchange  Act"))  designed  to  provide  reasonable  assurance  that  the
information  required  to  be  reported in its Exchange Act filings is recorded,
processed,  summarized  and  reported  within  the  time  periods  specified and
pursuant to the regulations of the Securities and Exchange Commission, including
controls  and procedures designed to ensure that this information is accumulated
and  communicated  to  the  Company's  management, including its Chief Executive
Officer  and  Chief Financial Officer, as appropriate, to allow timely decisions
regarding  required  disclosure.  It  should  be noted that, because of inherent
limitations,  the  Company's  disclosure  controls  and procedures, however well
designed  and operated, can provide only reasonable, and not absolute, assurance
that  the  objectives  of  the  disclosure  controls  and  procedures  are  met.

As more fully described in Item 9A of the Company's Annual Report on Form 10-K/A
for  the  year  ended  January  5, 2005, the Company reported that it identified
material  weaknesses in its internal control over financial reporting related to
(1) the accuracy of service billing calculations and revenue recognition related
to  service  activity,  and  (2)  appropriately  applying  generally  accepted
accounting  principles  ensuring the adequacy and completeness of disclosures in
the  consolidated  financial statements as of January 5, 2005.  As a result, the
Company's  management, including its Chief Executive Officer and Chief Financial
Officer, concluded that as of January 5, 2005, the Company's disclosure controls
and  procedures  were not effective at a reasonable level of assurance, based on
the  evaluation  of these controls and procedures required by Exchange Act Rules
13(a)-15(e)  or  15(d)-15(e).

As  a  result  of  the subsequently identified error, Pomeroy is taking steps to
enhance  its  internal  control  over  financial reporting designed to prevent a
recurrence  of  the errors causing the need for the restatement of the Company's
consolidated  financial  statements  for  the first quarter ended April 5, 2005.
The  Audit  Committee and management intend to discuss the matter in detail with
Pomeroy's  auditor  as  part  of  their  efforts  to  enhance Pomeroy's internal
controls  over  financial  reporting.

Changes  in  Internal  Control  Over  Financial  Reporting

Pomeroy IT Solutions, Inc. acquired Alternative Resources Corporation ("ARC") in
July of 2004.  As previously disclosed in the Company's Form 10-K/A for the year
ended  January 5, 2005, ARC, whose core competency was the staffing of technical
resources  for  customers, was excluded from management's assessment of internal
control over financial reporting.   During the three-month period ended April 5,
2005,  the  integration  of the two companies was substantially completed.  This
integration involved implementing Recruitmax, a packaged resource management job
order  application,  and  interfacing  it  with  Pomeroy's financial and payroll
legacy  systems.  The completion of this implementation and its integration with
other  Pomeroy  systems  paved  the way for the full integration of the combined
companies'  business  processes.  All  financial  transactions  and  financial
reporting  for the Company are currently maintained in Pomeroy's legacy systems.


                                       19
<PAGE>
                           PART II - OTHER INFORMATION

ITEM 1-LEGAL PROCEEDINGS

There  are  various  legal actions arising in the normal course of business that
have  been  brought  against the Company. Management believes these matters will
not  have  a  material  adverse  effect  on  the Company's financial position or
results  of  operations.

ITEM 2-UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

On  October  11,  2004,  the Board of Directors approved the repurchase of up to
100,000 shares of the Company's common stock.  This stock redemption program was
approved  to  remain in place and in full force/effect for a period of one year.

<TABLE>
<CAPTION>
                                                 (c) Total number  (d) Maximum
                                                 of shares         number of shares
                 (a) Total number  (b) Average   purchased as      that may yet be
                 of shares         price paid    part of publicly  purchased under
Period           purchased         per share     announced plan    the plan
<S>              <C>               <C>           <C>               <C>
1/6/05 - 2/5/05                 -  $          -                 -           100,000
2/6/05 - 3/5/05                 -             -                 -           100,000
3/6/05 - 4/5/05                 -             -                 -           100,000

                 ------------------------------------------------------------------
Total                           -  $          -                 -           100,000
                 ==================================================================
</TABLE>

During  2004,  the Company did not pay any cash dividends.  Pomeroy has no plans
to  pay  cash  dividends  in  the  foreseeable  future,  and the payment of such
dividends  are  restricted  under Pomeroy's current credit facility.  Under such
credit  facility, cash dividends and stock redemptions are limited to $5 million
annually.

ITEM 3-DEFAULTS UPON SENIOR SECURITIES. . . . . . . . . . . . .   None

ITEM 4-SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. . .   None

ITEM 5-OTHER INFORMATION. . . . . . . . . . . . . . . . . . . .   None

ITEM 6-EXHIBITS

     (a)  Exhibits

           10 (iii)  Material Employee Benefit and Other Agreements
                     (j)(10) Amended and restated employment agreement by and
                     between Pomeroy IT Solutions, Inc. and Michael E.
                     Rohrkemper, dated March 7, 2005.
           31.1      Section 302 CEO Certification

           31.2      Section 302 CFO Certification

           32.1      Section 906 CEO Certification

           32.2      Section 906 CFO Certification


                                       20
<PAGE>
                                    SIGNATURE

Pursuant  to  the  requirements  of  the  Securities  Exchange  Act of 1934, the
registrant  has  duly  caused  this  report  to  be  signed on its behalf by the
undersigned  thereunto  duly  authorized.

                                        POMEROY IT SOLUTIONS, INC.
                                        --------------------------
                                                   (Registrant)

Date: June 21, 2005                     By:  /s/Michael E. Rohrkemper

                                        -----------------------------------
                                        Michael E. Rohrkemper
                                        Chief Financial Officer and
                                        Chief Accounting Officer


                                       21