UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION


                             Washington, D.C. 20549


                                    FORM 10-Q


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

For the quarterly period ended October 5, 2003

                                       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
    ---       ---

     As  of  November  5,  2003, the number of shares of Common Stock issued was
12,933,245 and the number of Common Stock outstanding was 12,194,867.


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

                                TABLE OF CONTENTS


Part I.     Financial Information
<S>         <C>                    <C>                                            <C>

            Item 1.                Financial Statements:                          Page
                                                                                  ----

                                   Consolidated Balance Sheets as of
                                   October 5, 2003 and January 5, 2003               3

                                   Consolidated Statements of Income for
                                   the Three Months Ended October 5, 2003
                                   and 2002                                          5

                                   Consolidated Statements of Income for
                                   the Nine Months Ended October 5, 2003 and 2002    6

                                   Consolidated Statements of Cash Flows
                                   for the Nine Months Ended October 5,
                                   2003 and 2002                                     7

                                   Notes to Consolidated Financial
                                   Statements                                        8

                                   Management's Discussion and Analysis of
                                   Financial Condition and Results of
            Item 2.                Operations                                       16

                                   Quantitative and Qualitative Disclosure
            Item 3.                about Market Risk                                22

            Item 4.                Controls and Procedures                          22

Part II.    Other Information                                                       23

SIGNATURES                                                                          24
</TABLE>


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

                           CONSOLIDATED BALANCE SHEETS


(in thousands)                                                 October 5,   January 5,
                                                                  2003         2003
                                                               -----------  -----------
                                                               (unaudited)
<S>                                                            <C>          <C>
ASSETS

Current Assets:
Cash. . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $    40,264  $    32,505

 Accounts receivable:
    Trade, less allowance of $1,969 and $1,553 at October 5,
      2003 and January 5, 2003, respectively. . . . . . . . .      107,422       95,859
    Vendor receivables, less allowance of $3,334 at
        October 5, 2003 and January 5, 2003 . . . . . . . . .        3,820       10,297
   Net investment in leases . . . . . . . . . . . . . . . . .        3,258        1,966
   Other. . . . . . . . . . . . . . . . . . . . . . . . . . .        2,004        2,775
                                                               -----------  -----------
         Total receivables. . . . . . . . . . . . . . . . . .      116,504      110,897
                                                               -----------  -----------

Inventories . . . . . . . . . . . . . . . . . . . . . . . . .       13,201       11,238
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . .        7,282       10,198
                                                               -----------  -----------
         Total current assets . . . . . . . . . . . . . . . .      177,251      164,838
                                                               -----------  -----------

 Equipment and leasehold improvements:
   Furniture, fixtures and equipment. . . . . . . . . . . . .       29,542       28,741
   Leasehold Improvements . . . . . . . . . . . . . . . . . .        6,426        5,951
                                                               -----------  -----------
         Total. . . . . . . . . . . . . . . . . . . . . . . .       35,968       34,692

   Less accumulated depreciation. . . . . . . . . . . . . . .       18,672       15,393
                                                               -----------  -----------
         Net equipment and leasehold improvements . . . . . .       17,296       19,299
                                                               -----------  -----------

Net investment in leases. . . . . . . . . . . . . . . . . . .        2,329        1,889
Goodwill. . . . . . . . . . . . . . . . . . . . . . . . . . .       66,493       60,635
Intangible assets . . . . . . . . . . . . . . . . . . . . . .          481          540
Other assets. . . . . . . . . . . . . . . . . . . . . . . . .        1,027        1,295
                                                               -----------  -----------
         Total assets . . . . . . . . . . . . . . . . . . . .  $   264,877  $   248,496
                                                               ===========  ===========
</TABLE>

                See notes to consolidated financial statements.


                                        3
<PAGE>
<TABLE>
<CAPTION>
                           POMEROY IT SOLUTIONS, INC.

                           CONSOLIDATED BALANCE SHEETS


(in thousands)                                                   October 5,   January 5,
                                                                   2003         2003
                                                                -----------  -----------
                                                                (unaudited)
<S>                                                             <C>          <C>
LIABILITIES AND EQUITY

Current Liabilities:
Accounts payable . . . . . . . . . . . . . . . . . . . . . . .  $    48,394  $    31,165
Current portion of notes payable . . . . . . . . . . . . . . .          663          541
Deferred revenue . . . . . . . . . . . . . . . . . . . . . . .        3,330        1,490
Other current liabilities. . . . . . . . . . . . . . . . . . .       10,692        8,308
                                                                -----------  -----------
       Total current liabilities . . . . . . . . . . . . . . .       63,079       41,504
                                                                -----------  -----------

Notes payable. . . . . . . . . . . . . . . . . . . . . . . . .          663            -
Deferred income taxes. . . . . . . . . . . . . . . . . . . . .        4,728        3,318
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,
      (12,927 and 12,869 shares issued at October 5, 2003 and
      January 5, 2003, respectively) . . . . . . . . . . . . .          129          129
   Paid in capital . . . . . . . . . . . . . . . . . . . . . .       82,295       81,740
   Retained earnings . . . . . . . . . . . . . . . . . . . . .      122,262      125,988
                                                                -----------  -----------
                                                                    204,686      207,857
    Less treasury stock, at cost (738 and 355 shares
      at October 5, 2003 and January 5, 2003, respectively). .        8,279        4,183
                                                                -----------  -----------
         Total equity. . . . . . . . . . . . . . . . . . . . .      196,407      203,674
                                                                -----------  -----------
         Total liabilities and equity. . . . . . . . . . . . .  $   264,877  $   248,496
                                                                ===========  ===========
</TABLE>

                See notes to consolidated financial statements.


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


(in thousands, except per share data)                      Three Months Ended
                                                       --------------------------
                                                        October 5,    October 5,
                                                           2003          2002
                                                       ------------  ------------
                                                        (unaudited)  (unaudited)
<S>                                                    <C>           <C>
Net sales and revenues:
 Sales-equipment, supplies and leasing. . . . . . . .  $   125,698   $   136,976
 Service. . . . . . . . . . . . . . . . . . . . . . .       32,374        33,945
                                                       ------------  ------------
    Total net sales and revenues. . . . . . . . . . .      158,072       170,921
                                                       ------------  ------------

Cost of sales and service:
 Sales-equipment, supplies and leasing. . . . . . . .      116,825       125,777
 Service. . . . . . . . . . . . . . . . . . . . . . .       23,612        23,692
                                                       ------------  ------------
    Total cost of sales and service . . . . . . . . .      140,437       149,469
                                                       ------------  ------------
         Gross profit . . . . . . . . . . . . . . . .       17,635        21,452
                                                       ------------  ------------

Operating expenses:
   Selling, general and administrative. . . . . . . .       11,331        12,551
   Rent expense . . . . . . . . . . . . . . . . . . .          802           786
   Depreciation . . . . . . . . . . . . . . . . . . .        1,228         1,158
   Amortization . . . . . . . . . . . . . . . . . . .           63           328
   Provision for doubtful accounts. . . . . . . . . .            -           400
   Restructuring charge . . . . . . . . . . . . . . .            -           227
   Litigation settlement. . . . . . . . . . . . . . .            -           300
                                                       ------------  ------------
         Total operating expenses . . . . . . . . . .       13,424        15,750
                                                       ------------  ------------

Income before other expense (income) and income tax .        4,211         5,702
                                                       ------------  ------------

Other expense (income):
   Interest . . . . . . . . . . . . . . . . . . . . .           (7)          112
   Miscellaneous. . . . . . . . . . . . . . . . . . .           16           (45)
                                                       ------------  ------------
         Net other expense (income) . . . . . . . . .            9            67
                                                       ------------  ------------

   Income  before income tax. . . . . . . . . . . . .        4,202         5,635
   Income tax expense . . . . . . . . . . . . . . . .        1,639           541
                                                       ------------  ------------
   Net income . . . . . . . . . . . . . . . . . . . .  $     2,563   $     5,094
                                                       ============  ============

Weighted average shares outstanding:
   Basic. . . . . . . . . . . . . . . . . . . . . . .       12,226        12,745
                                                       ============  ============
   Diluted. . . . . . . . . . . . . . . . . . . . . .       12,369        12,772
                                                       ============  ============

Earnings per common share:
   Basic. . . . . . . . . . . . . . . . . . . . . . .  $      0.21   $      0.40
                                                       ============  ============
   Diluted. . . . . . . . . . . . . . . . . . . . . .  $      0.21   $      0.40
                                                       ============  ============
</TABLE>

                See notes to consolidated financial statements.


                                        5
<PAGE>
<TABLE>
<CAPTION>
                           POMEROY IT SOLUTIONS, INC.
                        CONSOLIDATED STATEMENTS OF INCOME


(in  thousands,  except  per  share  data)                Nine Months Ended
                                                      --------------------------
                                                       October 5,    October 5,
                                                          2003          2002
                                                      ------------  ------------
                                                       (unaudited)  (unaudited)
<S>                                                   <C>           <C>
Net sales and revenues:
 Sales-equipment, supplies and leasing . . . . . . .  $   341,879   $   453,352
 Service . . . . . . . . . . . . . . . . . . . . . .       93,523       100,497
                                                      ------------  ------------
    Total net sales and revenues . . . . . . . . . .      435,402       553,849
                                                      ------------  ------------

Cost of sales and service:
 Sales-equipment, supplies and leasing . . . . . . .      316,186       414,955
 Service . . . . . . . . . . . . . . . . . . . . . .       67,887        69,520
                                                      ------------  ------------
    Total cost of sales and service. . . . . . . . .      384,073       484,475
                                                      ------------  ------------
         Gross profit. . . . . . . . . . . . . . . .       51,329        69,374
                                                      ------------  ------------

Operating expenses:
   Selling, general and administrative . . . . . . .       34,627        39,475
   Rent expense. . . . . . . . . . . . . . . . . . .        2,397         2,550
   Depreciation. . . . . . . . . . . . . . . . . . .        3,643         3,485
   Amortization. . . . . . . . . . . . . . . . . . .          360           824
   Provision for doubtful accounts . . . . . . . . .          200           900
   Restructuring charge. . . . . . . . . . . . . . .            -           714
   Litigation settlement . . . . . . . . . . . . . .          150           300
                                                      ------------  ------------
         Total operating expenses. . . . . . . . . .       41,377        48,248
                                                      ------------  ------------

Income before other expense (income) and income tax.        9,952        21,126
                                                      ------------  ------------

Other expense (income):
   Interest. . . . . . . . . . . . . . . . . . . . .          (21)          437
   Miscellaneous . . . . . . . . . . . . . . . . . .            1           (53)
                                                      ------------  ------------
         Net other expense (income). . . . . . . . .          (20)          384
                                                      ------------  ------------

   Income  before income tax . . . . . . . . . . . .        9,972        20,742
   Income tax expense. . . . . . . . . . . . . . . .        3,889         6,358
                                                      ------------  ------------
   Net income. . . . . . . . . . . . . . . . . . . .  $     6,083   $    14,384
                                                      ============  ============

Weighted average shares outstanding:
   Basic . . . . . . . . . . . . . . . . . . . . . .       12,340        12,729
                                                      ============  ============
   Diluted . . . . . . . . . . . . . . . . . . . . .       12,390        12,799
                                                      ============  ============

Earnings per common share:
   Basic . . . . . . . . . . . . . . . . . . . . . .  $      0.49   $      1.13
                                                      ============  ============
   Diluted . . . . . . . . . . . . . . . . . . . . .  $      0.49   $      1.12
                                                      ============  ============
</TABLE>

                See notes to consolidated financial statements.


                                        6
<PAGE>
<TABLE>
<CAPTION>
                           POMEROY IT SOLUTIONS, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS


(in thousands)                                           Nine Months Ended
                                                     --------------------------
                                                      October 5,    October 5,
                                                         2003          2002
                                                     ------------  ------------
                                                      (unaudited)  (unaudited)
<S>                                                  <C>           <C>
Cash flows from operating activities:
   Net income . . . . . . . . . . . . . . . . . . .  $     6,083   $    14,384
   Adjustments to reconcile net income to net cash
      flows from operating activities:
   Depreciation . . . . . . . . . . . . . . . . . .        3,643         4,121
   Amortization . . . . . . . . . . . . . . . . . .          360           824
   Deferred income taxes. . . . . . . . . . . . . .        2,365        (1,251)
   Loss on sale of fixed assets . . . . . . . . . .           73           652
   Changes in working capital accounts, net of
       effects of acquisitions:
      Receivables . . . . . . . . . . . . . . . . .       (1,624)       36,224
      Inventories . . . . . . . . . . . . . . . . .       (1,851)        3,306
      Prepaids. . . . . . . . . . . . . . . . . . .        3,057          (599)
      Net investment in leases. . . . . . . . . . .         (561)        2,823
      Accounts payable. . . . . . . . . . . . . . .       13,216       (42,902)
      Deferred revenue. . . . . . . . . . . . . . .        1,840          (472)
      Income tax payable. . . . . . . . . . . . . .            -        (2,866)
      Other, net. . . . . . . . . . . . . . . . . .        1,629         1,557
                                                     ------------  ------------
   Net operating activities . . . . . . . . . . . .       28,230        15,801
                                                     ------------  ------------
Cash flows from investing activities:
   Capital expenditures . . . . . . . . . . . . . .       (1,485)       (7,113)
   Proceeds from sale of fixed assets . . . . . . .            1           469
   Proceeds from sale of leasing segment. . . . . .            -        24,374
   Acquisition of subsidiary companies, net of
      cash acquired . . . . . . . . . . . . . . . .       (5,097)       (1,625)
                                                     ------------  ------------
   Net investing activities . . . . . . . . . . . .       (6,581)       16,105
                                                     ------------  ------------
Cash flows from financing activities:
   Payments of notes payable. . . . . . . . . . . .         (541)      (10,053)
   Proceeds from notes payable. . . . . . . . . . .            -         4,900
   Net payments under bank notes payable. . . . . .            -       (12,118)
   Proceeds from exercise of stock options. . . . .          391           810
   Payment for treasury stock purchase. . . . . . .       (4,096)         (889)
   Proceeds from employee stock purchase plan . . .          165           238
   Cash dividend. . . . . . . . . . . . . . . . . .       (9,809)            -
                                                     ------------  ------------
   Net financing activities . . . . . . . . . . . .      (13,890)      (17,112)
                                                     ------------  ------------

Increase in cash. . . . . . . . . . . . . . . . . .        7,759        14,794
Cash:
   Beginning of period. . . . . . . . . . . . . . .       32,505         2,875
                                                     ------------  ------------
   End of period. . . . . . . . . . . . . . . . . .  $    40,264   $    17,669
                                                     ============  ============
</TABLE>


                See notes to consolidated financial statements.


                                        7
<PAGE>
                           POMEROY IT SOLUTIONS, INC.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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  for  the  year  ended  January  5,  2003. 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 nine month period ended October 5, 2003
     are  not  necessarily  indicative  of  the results that may be expected for
     future  interim  periods  or  for  the  year  ending  January  5,  2004.

2.   Recent  Accounting  Pronouncements

     In  November  2002,  the  Emerging  Issues  Task  Force  ("EITF") reached a
     consensus  opinion  on  EITF  02-16, "Accounting by a Customer (including a
     reseller)  for  Certain  Consideration  Received from a Vendor." EITF 02-16
     requires  that  cash  payments,  credits, or equity instruments received as
     consideration  by  a  customer  from  a  vendor  should be presumed to be a
     reduction  of  cost  of sales when recognized by the customer in the income
     statement. In certain situations, the presumption could be overcome and the
     consideration  recognized  either  as  revenue or a reduction of a specific
     cost  incurred.  The  consensus  should  be applied prospectively to new or
     modified  arrangements  entered  into  after  December  31,  2002.

     The  Company  has  been  participating  in a vendor program that expires in
     November  of  2003.  Since this program was initiated prior to December 31,
     2002,  the  Company  has  classified  these  vendor  program  payments as a
     reduction  in  selling,  general  and  administrative expenses. Under a new
     agreement  which the Company expects to be in place by the end of 2003, the
     Company  will classify these vendor program payments under cost of sales in
     accordance  with  EITF  02-16.

     In  January  2003, the Financial Accounting Standards Board ("FASB") issued
     FASB  Interpretation  46  (FIN  46),  Consolidation  of  Variable  Interest
     Entities.  FIN 46 clarifies the application of Accounting Research Bulletin
     51,  Consolidated  Financial  Statements,  for certain entities that do not
     have  sufficient  equity  at  risk for the entity to finance its activities
     without  additional subordinated financial support from other parties or in
     which  equity  investors  do  not have the characteristics of a controlling
     financial  interest  ("variable  interest  entities").  Variable  interest
     entities  within the scope of FIN 46 will be required to be consolidated by
     their  primary  beneficiary. The primary beneficiary of a variable interest
     entity  is  determined  to  be  the  party  that  absorbs a majority of the
     entity's  expected  losses,  receives a majority of its expected returns or
     both.  FIN  46  applies  immediately  to variable interest entities created
     after  January  31,  2003,  and  to  variable interest entities in which an
     enterprise  obtains  an  interest  after that date. It applies in the first
     fiscal  year  or  interim  period  beginning  after  December  15, 2003, to
     variable interest entities in which an enterprise holds a variable interest
     that  it acquired before February 1, 2003. The Company is in the process of
     determining  what  impact, if any, the adoption of the provisions of FIN 46
     will  have  upon  its  financial  condition  or  results  of  operations.

     In  April  2003, the FASB issued Statement No. 149, "Amendment of Statement
     Derivative  Instruments  and  Hedging  Activities"  ("SFAS  149"). SFAS 149
     amends  and  clarifies the accounting  for


                                        8
<PAGE>
     derivative  instruments, including certain derivatives instruments embedded
     in  other contracts, and for hedging activities under SFAS 133.

     In  May  2003,  the  FASB issued Statement No. 150, "Accounting for Certain
     Financial  Instruments with Characteristics of Both Liabilities and Equity"
     ("SFAS  150").  SFAS  150  improves  the  accounting  for certain financial
     instruments  that,  under  previous  guidance, issuers could account for as
     equity.  The new Statement requires that those instruments be classified as
     liabilities  in  statements  of financial position. The Company has adopted
     the provisions of SFAS 150 and they had no material impact on its financial
     position  or  results  of  operations.

3.   Cash and Bank Notes Payable

     The  Company  maintains  a  sweep  account with its bank whereby daily cash
     receipts  are  automatically  transferred  as payment towards the Company's
     credit facility. As of October 5, 2003 and January 5, 2003, the Company did
     not  have  a  balance outstanding under the Company's credit facility. This
     credit  facility  expires  June  28,  2004.

4.   Treasury  Stock

     During  the  first  nine  months  of  fiscal  2003,  the Company's Board of
     Directors  authorized  a  program to repurchase up to 1.1 million shares of
     the  Company's  outstanding  common stock at market price. During the first
     nine  months  of fiscal 2003, the Company repurchased 383,367 shares of its
     common  stock  at  a  cost  of  $4.1  million.

5.   Dividends

     On  August  7,  2003,  the  Company  paid  a one-time cash dividend of $9.8
     million  or  $0.80 per share to shareholders of record as of July 28, 2003.

6.   Stock-Based  Compensation

     The  Financial  Accounting Standards Board issued SFAS No. 123, "Accounting
     for  Stock-Based  Compensation",  in  the  fall  of  1995.  The  statement
     encourages, but does not require, companies to record compensation cost for
     stock-based  employee  compensation plans at fair value beginning in fiscal
     1996. The Company elected to account 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.


                                        9
<PAGE>
Had compensation cost for the Company's stock option plans been determined based
on  the  fair value at the grant date consistent with the provisions of SFAS No.
123,  the  Company's pro forma net income and earnings per share would have been
as indicated below:

<TABLE>
<CAPTION>
(in thousands, except per share amounts)           Three Months Ended October 5,
                                                       2003            2002
                                                   -------------  -------------
<S>                                                <C>            <C>
Net income - as reported                           $       2,563  $       5,094
Less, stock-based compensation expense-net of tax            206            242
                                                   -------------  -------------
Net income - pro forma                             $       2,357  $       4,852
                                                   =============  =============
Net income per common share - as reported
   Basic                                           $        0.21  $        0.40
                                                   =============  =============
   Diluted                                         $        0.21  $        0.40
                                                   =============  =============
Net income per common share - pro forma
   Basic                                           $        0.19  $        0.38
                                                   =============  =============
   Diluted                                         $        0.19  $        0.38
                                                   =============  =============
</TABLE>

<TABLE>
<CAPTION>
(in thousands, except per share amounts)       Nine Months Ended October 5,
                                                   2003            2002
                                              --------------  --------------
<S>                                           <C>             <C>
Net income - as reported                      $        6,083  $       14,384
Less, stock-based compensation expense-
  net of tax                                           1,011             835
                                              --------------  --------------
Net income - pro forma                        $        5,072  $       13,549
                                              ==============  ==============
Net income per common share - as reported
   Basic                                      $         0.49  $         1.13
                                              ==============  ==============
   Diluted                                    $         0.49  $         1.12
                                              ==============  ==============
Net income per common share - pro forma
   Basic                                      $         0.41  $         1.06
                                              ==============  ==============
   Diluted                                    $         0.41  $         1.06
                                              ==============  ==============
</TABLE>


                                       10
<PAGE>
7.   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 October 5,
                    --------------------------------------
                           2003                2002
                    ---------------------  ---------------
                                Per Share         Per Share
                     Shares      Amount    Shares  Amount
                    ---------  ----------  ------  -------
<S>                 <C>        <C>         <C>     <C>
Basic EPS              12,226  $     0.21  12,745  $  0.40
Effect of dilutive
  Stock options           143           -      27        -
                    ---------  ----------  ------  -------
Diluted EPS            12,369  $     0.21  12,772  $  0.40
                    =========  ==========  ======  =======
</TABLE>

<TABLE>
<CAPTION>
                          Nine Months Ended October 5,
                    ---------------------------------------
                            2003                2002
                    ---------------------  ----------------
                                Per Share          Per Share
                     Shares      Amount    Shares   Amount
                    ---------  ----------  ------  --------
<S>                 <C>        <C>         <C>     <C>
Basic EPS              12,340  $     0.49  12,729  $  1.13
Effect of dilutive
  Stock options            50           -      70    (0.01)
                    ---------  ----------  ------  --------
Diluted EPS            12,390  $     0.49  12,799  $  1.12
                    =========  ==========  ======  ========
</TABLE>


8.   Goodwill  and  Long  Lived  Assets

Intangible  assets with definite lives are amortized over their estimated useful
lives. The following table provides a summary of the Company's intangible assets
with  definite  lives  as  of  October  5,  2003  and  January  5,  2003:


                                       11
<PAGE>
<TABLE>
<CAPTION>
(in thousands)                    Gross                        Net      Gross                       Net
                                 Carrying    Accumulated    Carrying   Carrying    Accumulated   Carrying
                                  Amount    Amortization     Amount     Amount    Amortization    Amount
                                10/5/2003     10/5/2003    10/5/2003   1/5/2003     1/5/2003     1/5/2003
                                ----------  -------------  ----------  ---------  -------------  ---------
<S>                             <C>         <C>            <C>         <C>        <C>            <C>
Amortized intangible assets:
  Covenants not to compete      $    1,845  $       1,626  $      219  $   1,694  $       1,324  $     370
  Customer lists                       627            365         262        477            307        170
                                ----------  -------------  ----------  ---------  -------------  ---------
  Total amortized intangibles   $    2,472  $       1,991  $      481  $   2,171  $       1,631  $     540
                                ==========  =============  ==========  =========  =============  =========
</TABLE>


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

(in thousands)
Fiscal Years:

2003                 $   45  October 6, 2003 - January 5, 2004
2004                    138
2005                     53
2006                     20
2007                     20
2008 and thereafter     205
                     ------
           Total     $  481
                     ======


                                       12
<PAGE>
For  the  nine  months  ended October 5, 2003, there was no amortization expense
related  to goodwill.  Amortization expense related to intangible assets was $63
thousand  for  the  quarter ended October 5, 2003 and $360 thousand for the nine
months  ended  October  5,  2003.

For  the  nine  months  ended October 5, 2002, there was no amortization expense
related  to  goodwill.  For  the  quarter  ended  October  5, 2002, amortization
expense  related  to  intangible  assets was $328 thousand.  For the nine months
ended  October  5,  2002,  amortization expense related to intangible assets was
$741  thousand  of  which  $71 thousand was reported under the captions "cost of
sales" or  "selling, general and administrative" expenses.  Amortization expense
associated  with  assets  reported  under the caption "other current assets" was
$154  thousand.

During  the  first quarter of fiscal 2003, the Company changed the allocation of
goodwill by reporting unit.  As a result of this evaluation process, the Company
reallocated  approximately  $10.3  million of goodwill to the services reporting
unit  from  the products reporting unit.  This reallocation had no effect on the
result  of  any  previous period's impairment testing.  The reallocation is also
reflected  in  the  segment  information  in  Note  11.

The  reallocation  of  the  net  carrying amount of goodwill for the nine months
ended  October  5,  2003  by  segment  are  as  follows:

<TABLE>
<CAPTION>
(in thousands)                                Products   Services   Consolidated
                                             ----------  ---------  -------------
<S>                                          <C>         <C>        <C>
Net carrying amount as of 1/5/03             $  42,357   $  18,278  $      60,635
Reallocation of goodwill                       (10,284)     10,284              -
Goodwill recorded during first nine months       3,168       2,690          5,858
                                             ----------  ---------  -------------
Net carrying amount as of 10/5/03            $  35,241   $  31,252  $      66,493
                                             ==========  =========  =============
</TABLE>

9.   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>
                                                 Nine Months Ended October 5,
                                                ------------------------------
                                                     2003            2002
                                                --------------  --------------
<S>                                             <C>             <C>
Interest paid                                   $          310  $          424
                                                ==============  ==============
Income taxes paid                               $          744  $       10,474
                                                ==============  ==============
Post acquisition adjustments to purchase price
 of acquired assets and intangibles             $          299  $        1,936
                                                ==============  ==============

Business combinations accounted for
as purchases:
  Assets acquired                               $       10,497  $        2,069
  Liabilities assumed                                    4,074             260
  Notes payable                                          1,326             184
                                                --------------  --------------
  Net cash paid                                 $        5,097  $        1,625
                                                ==============  ==============
</TABLE>


                                       13
<PAGE>
10.  Litigation

     During  the  first  nine  months  of  fiscal  2003,  the Company recorded a
     litigation settlement of $0.2 million. The litigation settlement is related
     to  a  single  bankruptcy  preference  claim.

     There  are  various  other  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.

11.  Segment  Information

     During  the  first  quarter of fiscal 2003, the Company revised its segment
     methodologies for allocating operating expenses between segments to reflect
     ongoing  changes  in the operating activities giving rise to such expenses.
     This  change  resulted  in  a decrease of approximately $1.4 million in the
     third quarter and $4.5 million year to date of allocated operating expenses
     to  the  product segment and a corresponding increase by the same amount to
     the  services  segment.  In addition, the Company revised its allocation of
     assets between segments to reflect the use of assets in those segments. The
     assets affected were principally goodwill, tax-related assets and equipment
     and  leasehold  improvements.

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

<TABLE>
<CAPTION>
                                    Three Months Ended October 5, 2003
                               ---------------------------------------------
                               Products   Services   Leasing   Consolidated
                               ---------  ---------  --------  -------------
<S>                            <C>        <C>        <C>       <C>
Revenues                       $ 125,685  $  32,374  $     13  $     158,072
Income from operations             2,468      1,733        10          4,211
Total assets                     169,879     86,849     8,149        264,877
Capital expenditures                 160        159         -            319
Depreciation and amortization        644        647         -          1,291
</TABLE>

<TABLE>
<CAPTION>
                                    Three Months Ended October 5, 2002
                               ---------------------------------------------
                               Products   Services   Leasing   Consolidated
                               ---------  ---------  --------  -------------
<S>                            <C>        <C>        <C>       <C>
Revenues                       $ 136,722  $  33,945  $    254  $     170,921
Income from operations             1,921      3,570       211          5,702
Total assets                     193,990     61,490     6,649        262,129
Capital expenditures                 961         22         -            983
Depreciation and amortization      1,367        227        14          1,608
</TABLE>


                                       14
<PAGE>
<TABLE>
<CAPTION>
                                    Nine Months Ended October 5, 2003
                               ---------------------------------------------
                               Products   Services   Leasing   Consolidated
                               ---------  ---------  --------  -------------
<S>                            <C>        <C>        <C>       <C>
Revenues                       $ 341,715  $  93,523  $    164  $     435,402
Income from operations             5,746      4,056       150          9,952
Total assets                     169,879     86,849     8,149        264,877
Capital expenditures                 737        748         -          1,485
Depreciation and amortization      2,073      1,930         -          4,003
</TABLE>

<TABLE>
<CAPTION>
                                     Nine Months Ended October 5, 2002
                               ---------------------------------------------
                               Products   Services   Leasing   Consolidated
                               ---------  ---------  --------  -------------
<S>                            <C>        <C>        <C>       <C>
Revenues                       $ 449,864  $ 100,497  $  3,488  $     553,849
Income from operations             7,655     11,945     1,526         21,126
Total assets                     193,990     61,490     6,649        262,129
Capital expenditures               4,908      2,121        84          7,113
Depreciation and amortization      4,061        664       220          4,945
</TABLE>


12.  Restructuring  Charge

     During fiscal 2002, the Company approved a plan to consolidate and relocate
     operations  in various geographical locations and to abandon certain assets
     associated  with  modification  to  strategic  initiatives.

     The execution of the plan began and was completed during fiscal 2002. As of
     October  5,  2003,  the  Company  had paid all of the remaining accrued and
     unpaid  costs.


13.  Acquisitions

     During  fiscal  2003, the Company completed one acquisition through a stock
     purchase.  The  acquisition  of  Micrologic  Business Systems of K.C., Inc.
     ("Micrologic"),  a Kansas City based IT solutions and professional services
     provider  was  completed  on February 21, 2003. For the twelve months ended
     December  31,  2002,  Micrologic  recorded revenues of $32.0 million. Their
     primary  services  include systems network integration, project management,
     and  telephony  integration.  The Company recorded $3.2 million of goodwill
     related to the acquisition. The total consideration given consisted of $3.8
     million  in  cash and subordinated notes of $1.3 million. Additionally, the
     purchase  price  will  be adjusted for any potential earn outs. The Company
     shall  pay  fifty  percent  of  the net profit before taxes ("NPBT") to the
     purchaser  in excess of the NPBT threshold for the applicable year, subject
     to  a cumulative limitation of $3.5 million during such aggregate period as
     earn  outs.  Interest  on  the  subordinated  notes  is  payable quarterly.
     Principal  in  the  amount  of  $1.3  million  is  payable  in  two  annual
     installments  commencing  on  the  first  anniversary  of  closing.  The
     acquisition was accounted for as a purchase, accordingly the purchase price
     was  allocated  to assets and liabilities based on their estimated value as
     of  the  date  of acquisition. The results of operations of the acquisition
     are  included  in  the  consolidated  statement  of income from the date of
     acquisition.  If  the 2003 acquisition had occurred on January 6, 2003, the
     pro  forma  operations  of  the  Company  would  not  have  been materially
     different than that reported in the accompanying consolidated statements of
     income.


                                       15
<PAGE>
Item 2-Management's  Discussion and Analysis of Financial Condition and Results
of  Operations

         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.

                           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 decreased $12.8
million,  or  7.5%,  to  $158.1 million in the third quarter of fiscal 2003 from
$170.9  million  in the third quarter of fiscal 2002. This decrease was a result
primarily  of  a  continued industry-wide slowdown in technology spending due to
the general weakness in the U.S. economy.  Further, the Company sometimes elects
to  take  a  commission  from the manufacturers for arranging sales transactions
where  it  judges the gross profit to be inadequate for its participation in the
sales transaction.  During the third quarter of fiscal 2003, the Company elected
to  take  such commissions on transactions whose sales would otherwise have been
$2.6  million.  Excluding  acquisitions completed in fiscal year 2003, total net
sales  and  revenues decreased 13.3%. Products and leasing sales decreased $11.3
million,  or  8.2%  to  $125.7  million in the third quarter of fiscal 2003 from
$137.0  million  in  the  third  quarter  of fiscal 2002. Excluding acquisitions
completed  in  fiscal  year  2003,  products  and leasing sales decreased 15.0%.
Service  revenues decreased $1.5 million, or 4.4%, to $32.4 million in the third
quarter  of  fiscal  2003 from $33.9 million in the third quarter of fiscal year
2002.   Excluding  acquisitions  completed in fiscal year 2003, service revenues
decreased  6.7%.

Total  net  sales  and  revenues  decreased  $118.4 million, or 21.4%, to $435.4
million in the first nine months of fiscal 2003 from $553.8 million in the first
nine  months of fiscal 2002. This decrease was a result primarily of a continued
industry-wide slowdown in technology spending due to the general weakness in the
U.S.  economy.  Further,  the Company sometimes elects to take a commission from
the  manufacturers  for  arranging  sales transactions where it judges the gross
profit  to  be inadequate for its participation in the sales transaction. During
the  first  nine  months  of  fiscal  2003,  the  Company  elected  to take such
commissions  on transactions whose sales would otherwise have been $7.9 million.
Excluding  acquisitions  completed  in  fiscal  year  2003,  total net sales and
revenues  decreased  25.3%. Products and leasing sales decreased $111.5 million,
or  24.6%  to $341.9 million in the first nine months of fiscal 2003 from $453.4
million  in  the  first  nine  months  of  fiscal  2002.  Excluding acquisitions
completed  in  fiscal  year  2003,  products  and leasing sales decreased 29.0%.
Service  revenues decreased $7.0 million, or 7.0%, to $93.5 million in the first
nine  months  of  fiscal  2003  from  $100.5 million in the first nine months of
fiscal  year 2002. Excluding acquisitions completed in fiscal year 2003, service
revenues  decreased  8.6%.


                                       16
<PAGE>
GROSS  PROFIT.  Gross  profit  decreased to 11.2% in the third quarter of fiscal
2003 as compared to 12.6% in the third quarter of fiscal 2002.  This decrease in
gross  profit  resulted  primarily  from  the  decrease  in hardware and service
margins,  but  was  offset  somewhat  by  the higher proportion of service gross
margin to total gross margin. The decrease in hardware gross margin is primarily
associated  with  the  Company's  strategic  decision  to aggressively price its
hardware  business  in  order  to  maintain  and capture market share and to the
weakened economic conditions of the IT industry. On a forward looking basis, the
Company  expects  to  continue  its  aggressive product pricing in order to gain
existing  market  share  which  will  have  a  continued impact on product gross
margin.   The  competitive  environment  as  well as less than maximum technical
employee  utilization  rate  has  also  resulted in downward pressure on service
margins.  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.  Service  revenues increased to 20.5% of total net sales
and  revenues in the third quarter of fiscal 2003 compared to 19.9% of total net
sales  and  revenues  in the third quarter of fiscal 2002.  Service gross margin
increased  to  49.7%  of  total gross margin in the third quarter of fiscal 2003
from 47.8% in the third quarter of fiscal 2002.  Factors that may have an impact
on gross margin in the future include the continued changes in hardware margins,
change  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.

Gross  profit  decreased  to  11.8%  in  the first nine months of fiscal 2003 as
compared  to  12.5%  in  the first nine months of fiscal 2002.  This decrease in
gross  profit  resulted  primarily  from  the  decrease  in hardware and service
margins,  but  was  offset  somewhat  by  the higher proportion of service gross
margin to total gross margin associated with the improved utilization of service
personnel.  The  decrease  in hardware gross margin is primarily associated with
the  Company's strategic decision to aggressively price its hardware business in
order  to  maintain  and  capture  market  share  and  to  the weakened economic
conditions  of  the IT industry. On a forward looking basis, the Company expects
to  continue  its  aggressive  product  pricing in order to gain existing market
share  which  will  have  a  continued  impact  on  product  gross  margin.  The
competitive  environment  as  well  as  less  than  maximum  technical  employee
utilization  rate  has  also  resulted  in downward pressure on service margins.
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.  Service  revenues increased to 21.5% of total net sales and revenues in
the  first  nine  months of fiscal 2003 compared to 18.1% of total net sales and
revenues  in  the  first  nine  months  of  fiscal  2002.  Service  gross margin
increased to 49.9% of total gross margin in the first nine months of fiscal 2003
from  44.7%  in  the first nine months of fiscal 2002.  Factors that may have an
impact  on  gross margin in the future include the continued changes in hardware
margins,  change  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  and provision for doubtful accounts) expressed as a percentage of total
net  sales  and  revenues  decreased to 7.7% in the third quarter of fiscal 2003
from  8.0%  in  the  third  quarter  of  fiscal  2002.  Total operating expenses
expressed  as  a percentage of total net sales and revenues decreased to 8.5% in
the  third quarter of fiscal 2003 from 9.2% in the third quarter of fiscal 2002.
This  decrease  is  primarily  due  to  the  provision  for  doubtful  accounts,
litigation settlement and the restructuring charge recorded in the third quarter
of  fiscal  2002.

Selling,  general  and  administrative  expenses  (including  rent  expense  and
provision  for  doubtful  accounts) expressed as a percentage of total net sales
and revenues increased to 8.5% in the first nine months of fiscal 2003 from 7.8%
in the first nine months of fiscal 2002. Total operating expenses expressed as a
percentage  of  total net sales and revenues increased to 9.5% in the first nine
months  of  fiscal  2003 from 8.7% in the first nine months of fiscal 2002. This
increase  is  primarily  the result of lower total net sales and revenues during
the  first  nine  months  of fiscal 2003 as compared to the first nine months of
fiscal  2002.


                                       17
<PAGE>
RESTRUCTURING  CHARGE.  In  the  second  quarter  of  fiscal  2002,  the Company
approved  a  plan to consolidate and relocate operations in various geographical
locations  and  to  abandon  certain  assets  associated  with  modification  to
strategic  initiatives.

The  plan  resulted  in  a  pre-tax  restructuring charge of $714 thousand ($438
thousand  after  tax)  for  the  nine  months  ended  October  5,  2002.  The
restructuring  costs  consist  of  $484  thousand  in  equipment  and  leasehold
improvement dispositions, $126 thousand in involuntary employee severance costs,
and $104 thousand in lease terminations.  Under the plan, the Company eliminated
approximately  40  employees.

The  execution  of  the  plan began in the second quarter of fiscal 2002 and was
completed  in  the  third  quarter  of  fiscal 2002.  As of October 5, 2003, the
Company  had  paid  all of the remaining accrued and unpaid restructuring costs.

LITIGATION  SETTLEMENT.  During  the  third quarter 2002, the Company recorded a
litigation  settlement of $0.3 million.  The litigation settlement is related to
a  single  bankruptcy  preference  claim.

During  the second quarter of 2003, the Company recorded a litigation settlement
of  $0.2  million.  The  litigation settlement is related to a single bankruptcy
preference  claim.

INCOME  FROM  OPERATIONS.  Income  from  operations  decreased  $1.5 million, or
26.3%,  to $4.2 million in the third quarter of fiscal 2003 from $5.7 million in
the  third  quarter  of fiscal 2002. The Company's operating margin decreased to
2.7%  in  the  third  quarter  of  fiscal  2003 as compared to 3.3% in the third
quarter  of  fiscal 2002.  This decrease is primarily due to the decrease in the
Company's  gross  margin.

Income  from  operations  decreased $11.1 million, or 52.6%, to $10.0 million in
the first nine months of fiscal 2003 from $21.1 million in the first nine months
of  fiscal  2002.  The Company's operating margin decreased to 2.3% in the first
nine  months  of  fiscal  2003  as  compared to 3.8% in the first nine months of
fiscal  2002.  This  decrease  is  primarily  due  to  the increase in operating
expenses as a percentage of total net sales and revenues and the decrease in the
Company's  gross  margin.


INTEREST INCOME/EXPENSE. Interest Income was $0.007 million in the third quarter
of fiscal 2003 compared to interest expense of $0.1 million in the third quarter
of  fiscal  2002.  This  decrease  was  due to reduced borrowings as a result of
improved  cash  flow  and  interest  income  earned  on  cash  balances.

Interest  income  was  $0.02  million  in  the  first nine months of fiscal 2003
compared to interest expense of  $0.4 million in the first nine months of fiscal
2002.  This  decrease was due to reduced borrowings as a result of improved cash
flow, the sale of certain T.I.F.S. assets and interest income on cash balances.


INCOME  TAXES.  The  Company's effective tax rate was 39.0% in the third quarter
of  fiscal  2003  compared  to  9.6%  in  the third quarter of fiscal 2002. This
increase  was  related  to  a  tax  benefit  of  $1.6 million associated with an
increase  in  the tax basis of leased assets as a result of an accounting method
change  for  tax  purposes  in  the  third  quarter  of  fiscal  2002.

The  Company's  effective  tax rate was 39.0% in the first nine months of fiscal
2003  compared  to  30.7% in the first nine months of fiscal 2002. This increase
was  related to a tax benefit of $1.6 million associated with an increase in the
tax  basis  of  leased assets as a result of an accounting method change for tax
purposes  in  the  third  quarter  of  fiscal  2002.


                                       18
<PAGE>
NET  INCOME. Net income decreased $2.5 million, or 49.7%, to $2.6 million in the
third  quarter  of  fiscal 2003 from $5.1 million in the third quarter of fiscal
2002  due  to  the  factors  described  above.

Net  income  decreased $8.3 million, or 57.6%, to $6.1 million in the first nine
months of fiscal 2003 from $14.4 million in the first nine months of fiscal 2002
due  to  the  factors  described  above.



                                       19
<PAGE>
                         LIQUIDITY AND CAPITAL RESOURCES

Cash provided by operating activities was $28.2 million in the first nine months
of  fiscal  2003.  Cash  used  in  investing  activities was $6.6 million, which
included  $5.1  million  for  an  acquisition  made  in  2003  and  prior  year
acquisitions  and  $1.5 million for capital expenditures. Cash used in financing
activities  was  $13.9 million, which included  $4.1 million for the purchase of
treasury stock, $0.5 million in payments under notes payable, $9.8 million for a
dividend  payment and offset by $0.5 million in proceeds from the employee stock
purchase  plan  and  exercise  of  stock  options.

A  significant  part  of  the  Company's  inventories  is financed by floor plan
arrangements  with  third  parties.  At  October  5, 2003, these lines of credit
totaled  $84.0  million, including $72.0 million with GE Commercial Distribution
Finance  ("GECDF")  and  $12.0  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 either thirty-day
or  sixty-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 rate on these arrangements is
less  than  1.0% per annum. The Company classifies amounts outstanding under the
floor  plan  arrangements  as  accounts  payable.

The  Company's  financing  of  receivables  is provided through a portion of its
credit  facility  with GECDF.  The Company's $240.0 million credit facility with
GECDF  has  a three-year term and includes $72.0 million for inventory financing
as  described  above,  $144.0  million  for  working capital which is based upon
accounts  receivable financing, and a cash-flow component in the form of a $24.0
million  term  loan,  which is not restricted to a borrowing base.  The accounts
receivable  and  term  loan  portion  of  the  credit  facility carry a variable
interest  rate  based  on  the  London  InterBank  Offering Rate ("LIBOR") and a
pricing  grid.  This  credit  facility  expires  June  28,  2004.

At  October  5,  2003,  the Company did not have a balance outstanding under the
working  capital  and  cash  flow  components  under  this  facility. The credit
facility  is  collateralized  by substantially all of the assets of the Company,
except  those  assets  that  collateralize certain other financing arrangements.
Under  the  terms  of  the  credit  facility,  the Company is subject to various
financial  covenants. Currently, the Company is in compliance with all financial
covenants.

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

<TABLE>
<CAPTION>
Aggregated  information  about  the  Company's contractual obligations and other
commitments  as  of  October  5,  2003  is  presented  in  the  following table:

                                                                                           MORE THAN
(in thousands)                       TOTAL   YEAR 1   YEAR 2   YEAR 3   YEAR 4   YEAR 5     5 YEARS
                                    -------  -------  -------  -------  -------  -------  ----------
<S>                                 <C>      <C>      <C>      <C>      <C>      <C>      <C>
Acquisition note                    $ 1,326  $   663  $   663  $     -  $     -  $     -  $        -
Operating leases                     15,696    4,055    3,487    2,468    1,787    1,489       2,410
                                    -------  -------  -------  -------  -------  -------  ----------
Total contractual cash obligations  $17,022  $ 4,718  $ 4,150  $ 2,468  $ 1,787  $ 1,489  $    2,410
                                    =======  =======  =======  =======  =======  =======  ==========
</TABLE>


                                       20
<PAGE>
On  January  29,  2003, the Company's Board of Directors authorized a program to
repurchase  up  to  an  additional  100,000  shares of the Company's outstanding
common  stock,  which represents less than 1.0% of its outstanding common stock,
in  open  market  purchases  made  from  time  to  time at the discretion of the
Company's  management.  On May 13, 2003, the Company announced that its Board of
Directors  authorized  the  repurchase of an additional 1,000,000 shares through
its  stock repurchase program. The additional shares to be repurchased represent
approximately  8.0%  of  the  Company's  outstanding  common  stock  and will be
purchased  in  open market purchases made from time to time at the discretion of
the Company's management.  The time and extent of the repurchases will depend on
market  conditions.  The  acquired shares will be held in treasury or cancelled.
The  Company  anticipates  financing the stock redemption program out of working
capital  and the redemption program will be effectuated over the next 12 months.

On February 21, 2003, the Company announced the completion of the acquisition of
Micrologic Business Systems of K.C., Iin. ("Micrologic"), a Kansas City based IT
solutions  and  professional  services  provider.  For  the  twelve months ended
December 31, 2002, Micrologic recorded revenues of $32.0 million.  Their primary
services  include systems network integration, project management, and telephony
integration.


On July 18, 2003, the Company announced that it would pay a one-time dividend of
approximately $10 million or $.80 per share to shareholders of record as of July
28,  2003.  The  cash  dividend  of  $9.8  million  was  paid on August 7, 2003.


                                       21
<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 nine
months  of  fiscal  2003.

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

As  of  October 5, 2003, an evaluation was carried out under the supervision and
with  the  participation  of  the  Company's  management,  including  our  Chief
Executive  Officer  and  Chief  Financial  Officer,  of the effectiveness of our
disclosure  controls  and procedures (as defined in Exchange Act Rules 13a-15(e)
and  15d-15(e)  under  the  Securities  Exchange  Act  of  1934.  Based on their
evaluation,  our  Chief  Executive  Officer  and  Chief  Financial  Officer have
concluded that the Company's disclosure controls and procedures are, to the best
of  their  knowledge,  effective  to  ensure  that  information  required  to be
disclosed  by the Company in reports that it files or submits under the Exchange
Act  is  recorded,  processed,  summarized  and reported within the time periods
specified  in Securities and Exchange Commission rules and forms.  Subsequent to
October  5,  2003,  our Chief Executive Officer and Chief Financial Officer have
concluded  that  there  were  no  significant  changes in the Company's internal
controls  or  in  other  factors  that  could  significantly affect our internal
controls.


                                       22
<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-Changes in Securities and Use of Proceeds . . . . . . . . . None

Item 3-Defaults Upon Senior Securities . . . . . . . . . . . . . . None

Item 4-Submission of Matters to a Vote of Security Holders . . . . None

Item 5-Other Information . . . . . . . . . . . . . . . . . . . . . None


                                       23
<PAGE>
Item 6-Exhibits and Reports on Form 8-K

(a)  Reports  on  Form  8-K . . . . . . . . . . . . . . . . . . . . .
     On October 7, 2003, the Company reported the dismissal of Grant Thornton
     LLP as the Company's independent accountants effective October 3, 2003.
     Additionally, the Company reported the engagement of Crowe Chizek and
     Company LLC as its new independent accountants effective October 3, 2003.

     On  November  11,  2003,  the  Company  announced the results for the third
     quarter  and  the  nine  months  ended  October  5,  2003.

(b)  Exhibits

     10        Material Agreements
     10 (iii)  Material Employee Benefit and Other Agreements
               (j)(7)  Amended and restated employment agreement by and between
               Pomeroy IT Solutions, Inc. fka Pomeroy Computer Resources, Inc.
               and Stephen E. Pomeroy, dated November 3, 2003

     11        Computation of earnings per share

     31(a)     Section 302 CEO Certification

     31(b)     Section 302 CFO Certification

     32(a)     Section 906 CEO Certification

     32(b)     Section 906 CFO Certification



                                    SIGNATURES

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:  November 19, 2003                 By: /s/ Michael E. Rohrkemper
                                         -----------------------------
                                         Michael E. Rohrkemper
                                         Chief Financial Officer and
                                         Chief Accounting Officer


                                       24
<PAGE>