<PAGE>   1
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

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

                  For the Quarterly period ended June 30, 1999

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

             For the transition period from __________ to __________

                        Commission File Number 000-22097

                                    SPR INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

         DELAWARE                                               36-3932665
(State or other jurisdiction of                                (IRS Employer
 incorporation or organization)                           Identification Number)

                           2015 Spring Road, Suite 750
                            Oak Brook, Illinois 60523
          (Address, including zip code, of principal executive offices)

                                 (630) 575-6200
              (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
filing requirements for the past 90 days.

                                    YES  X    NO
                                        ---      ---


         As of August 11, 1999, the registrant had 13,300,333 outstanding shares
of common stock, par value $0.01 per share.

================================================================================


<PAGE>   2


                                    SPR Inc.
                                    FORM 10-Q
                  For the quarterly period ended June 30, 1999
                                Table of Contents



PART  I.  FINANCIAL INFORMATION

Item 1.  Interim Financial Statements:

          Unaudited Condensed Balance Sheets - June 30, 1999 and December 31,
          1998

          Unaudited Condensed Statements of Operations - Three Months and Six
          Months Ended June 30, 1999 and 1998

          Unaudited Condensed Statements of Cash Flows - Six Months Ended June
          30, 1999 and 1998

          Notes to Unaudited Condensed Financial Statements

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

PART II.  OTHER INFORMATION

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

Item 6.  Exhibits and Reports on Form 8-K

SIGNATURES


<PAGE>   3


                                    SPR Inc.
                       Unaudited Condensed Balance Sheets
                                 (in thousands)


<TABLE>
<CAPTION>
                                             June 30,    December 31,
                                               1999         1998
                                             --------    ------------
<S>                                          <C>           <C>
Assets:
  Cash and cash equivalents                  $  5,250      $  7,207
  Accounts receivable, net                     11,678        13,673
  Short-term investments                       45,236        43,906
  Deferred taxes and other                      2,446         2,665
  Property and equipment, net                   3,480         3,987
                                             --------      --------
Total Assets                                 $ 68,090      $ 71,438
                                             ========      ========

Liabilities and stockholders' equity:
  Accounts payable and other                 $    989      $  1,467
  Payroll and other accrued expenses            3,915         4,189
  Deferred income                               2,975         2,975
  Stockholders' equity:
    Common stock                                  139           138
    Additional paid-in capital                 51,788        51,269
    Retained earnings                          11,053        11,400
    Treasury stock - at cost                   (2,769)         --
                                             --------      --------
  Total stockholders' equity                   60,211        62,807
                                             --------      --------
Total liabilities and stockholders' equity   $ 68,090      $ 71,438
                                             ========      ========
</TABLE>


See notes to unaudited condensed financial statements.



<PAGE>   4

                                    SPR Inc.
                  Unaudited Condensed Statements of Operations
               (in thousands, except per share and share amounts)


<TABLE>
<CAPTION>
                                                         Three months                     Six months
                                                         Ended June 30,                 Ended June 30,
                                                 ----------------------------   ----------------------------
                                                     1999            1998           1999            1998
                                                 ------------    ------------   ------------    ------------
<S>                                              <C>             <C>            <C>             <C>
Revenues                                         $     16,694    $     21,420   $     33,185    $     40,439
Cost of services                                       12,721          12,603         25,869          23,924
                                                 ------------    ------------   ------------    ------------
   Gross profit                                         3,973           8,817          7,316          16,515
                                                 ------------    ------------   ------------    ------------
Costs and expenses:
   Selling                                              1,310           1,286          2,640           2,454
   Recruiting                                             344             487            788             936
   General and administrative                           2,740           3,314          5,715           6,340
                                                 ------------    ------------   ------------    ------------
Total costs and expenses                                4,394           5,087          9,143           9,730
                                                 ------------    ------------   ------------    ------------
Operating income (loss)                                  (421)          3,730         (1,827)          6,785
Interest income                                           650             457          1,248             772
                                                 ------------    ------------   ------------    ------------
Income (loss) before income taxes                         229           4,187           (579)          7,557
Provision (benefit) for income taxes                       91           1,675           (232)          3,023
                                                 ------------    ------------   ------------    ------------
Net income (loss)                                $        138    $      2,512   $       (347)   $      4,534
                                                 ============    ============   ============    ============

Net income (loss) per share:
   Basic                                         $       0.01    $       0.19   $      (0.03)   $       0.36
   Diluted                                       $       0.01    $       0.19   $      (0.03)   $       0.35

Weighted average number of shares outstanding:
   Basic                                           13,426,697      12,969,712     13,635,383      12,555,685
   Diluted                                         13,505,067      13,521,163     13,635,383      13,078,309
</TABLE>



See notes to unaudited condensed financial statements.



<PAGE>   5

                                    SPR Inc.
                  Unaudited Condensed Statements of Cash Flows
                                 (in thousands)


<TABLE>
<CAPTION>
                                                                       Six Months
                                                                     Ended June 30,
                                                                 ---------------------
                                                                    1999        1998
                                                                 ---------------------
<S>                                                               <C>         <C>
Cash flows from operating activities:
    Net income (loss) for the period                              $   (347)   $  4,534
    Adjustments to reconcile to net income (loss)
        to net cash provided by operating activities:
      Depreciation and amortization                                    795         564
      Expenses related to grant of stock options                        75          75
      Impairment loss on equipment                                    --           217
      (Increase) decrease in accounts receivable, net                1,995      (3,928)
      (Increase) decrease in deferred taxes and other                  219        (816)
      Decrease in accounts payable                                    (478)       (404)
      Increase (decrease) in payroll and other accrued expenses       (274)      2,245
                                                                  --------    --------
Net cash provided by operating activities                            1,985       2,487
                                                                  --------    --------

Cash flows from investing activities:
    Purchases of property and equipment                               (288)     (1,874)
    Purchases of short-term investments                            (23,997)    (63,741)
    Sales/maturity of short-term investments                        22,667      39,980
                                                                  --------    --------
Net cash used in investing activities                               (1,618)    (25,635)
                                                                  --------    --------

Cash flows from financing activities:
    Proceeds from issuance of common stock, net
      of issuance costs                                               --        23,101
    Treasury stock acquired                                         (2,769)       --
    Proceeds from employee stock purchase and option plans             425         904
    Tax benefit from employee stock option plan                         20         291
    Other cash flows from financing activities                        --           (51)
                                                                  --------    --------
Net cash provided by (used in) financing activities                 (2,324)     24,245
                                                                  --------    --------

NET INCREASE (DECREASE) IN CASH                                     (1,957)      1,097
Cash and cash equivalents, beginning of period                       7,207       2,133
                                                                  --------    --------
Cash and cash equivalents, end of period                          $  5,250    $  3,230
                                                                  ========    ========


Supplemental disclosure of cash payments made for:
    Interest                                                      $   --      $      2
    Income taxes                                                       550       5,678
                                                                  ========    ========
</TABLE>


See notes to unaudited condensed financial statements.




<PAGE>   6

                                    SPR Inc.

                          Notes to Unaudited Condensed
                              Financial Statements


Note 1.  Interim Financial Statements

         The accompanying unaudited interim condensed financial statements of
SPR Inc. (the "Company") have been prepared by the Company in accordance with
generally accepted accounting principles for interim financial information and
in conjunction with the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally included in
annual financial statements have been condensed or omitted pursuant to those
rules and regulations. However, the Company believes that the disclosures
contained herein are adequate to make the information presented not misleading.
These financial statements should be read in conjunction with the Company's
audited financial statements and notes thereto for the year ended December 31,
1998 in the Company's annual report on Form 10-K.

         The financial statements reflect, in the opinion of management, all
material adjustments (which include only normal recurring adjustments) necessary
to present fairly the Company's financial position and results of operations.
Certain items previously reported have been reclassified to conform with the
1999 presentation. The results of operations for the three and six months ended
June 30, 1999 are not necessarily indicative of the results that may be expected
for the full year.

Note 2.  Business Segments

         In June 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 131, "Disclosure about Segments of an
Enterprise and Related Information" ("SFAS No. 131"). The Company has no
separately reportable segments in accordance with this standard. Under the
enterprise-wide disclosure requirements of SFAS No. 131, the Company reports net
revenues by service offering. Amounts for the three and six months ended June
30, 1999 and 1998, are shown in the table below:


<TABLE>
<CAPTION>
                                     Three Months Ended June 30,                       Six Months Ended June 30,
                            ---------------------------------------------   ---------------------------------------------
                                       1999                   1998                  1999                     1998
                            ----------------------   --------------------   --------------------   ----------------------
                               Revenues                Revenues              Revenues               Revenues
                            (in thousands)    %     (in thousands)   %     (in thousands)    %    (in thousands)     %
                             ------------   -----    ------------  ------   ------------   -----   ------------   -------
<S>                          <C>            <C>      <C>           <C>      <C>            <C>     <C>            <C>
Century date compliance       $   4,452      26.7%   $   9,818      45.8%   $   9,198      27.7%   $  18,758      46.4%
General consulting                5,815      34.8%       7,335      34.2%      11,774      35.5%      14,899      36.8%
Software quality services         2,652      15.9%        --         0.0%       4,797      14.5%        --         0.0%
Application management            3,130      18.7%       1,383       6.5%       5,056      15.2%       1,969       4.9%
All other service offerings         645       3.9%       2,884      13.5%       2,360       7.1%       4,813      11.9%
                              ---------              ---------              ---------              ---------
Total revenues                $  16,694              $  21,420              $  33,185              $  40,439
                              =========              =========              =========              =========
</TABLE>

<PAGE>   7


Note 3.  Capital Stock and Earnings Per Share

         The Company's basic and diluted per share amounts for the three and six
months ended June 30, 1999 and 1998 are as follows:


<TABLE>
<CAPTION>
                                                                 Three Months Ended
                               ---------------------------------------------------------------------------------
                                              June 30,1999                                    June 30,1998
                               ---------------------------------------------------------------------------------
                                  Income                   Per Share     Income                      Per Share
                               (in thousands)   Shares       Amount    (in thousands)    Shares        Amount
                               --------------------------------------  -----------------------------------------
<S>                            <C>            <C>          <C>         <C>             <C>           <C>
Historical
Historical Basic EPS:
   Income available to
     Common Stockholders         $      138   13,426,697   $     0.01   $    2,512      12,969,712   $     0.19
Effect of Dilutive Securities:
   Employee Compensation Plans         --         78,370         --           --           551,451         --
                                 ----------   ----------   ----------   ----------      ----------   ----------
Historical Dilutive EPS:
   Income available to
     Common Stockholders
     plus assumed exercises      $      138   13,505,067   $     0.01   $    2,512      13,521,163   $     0.19
                                 ==========   ==========   ==========   ==========      ==========   ==========
</TABLE>


<TABLE>
<CAPTION>
                                                                    Six Months Ended
                               ---------------------------------------------------------------------------------
                                              June 30,1999                                    June 30,1998
                               ---------------------------------------------------------------------------------
                                  Income                   Per Share     Income                      Per Share
                               (in thousands)   Shares       Amount    (in thousands)    Shares        Amount
                               --------------------------------------  -----------------------------------------
<S>                            <C>           <C>          <C>           <C>          <C>          <C>
Historical
Historical Basic EPS:
   Income available to
     Common Stockholders         $     (347)   13,635,383   $    (0.03)   $    4,534   12,555,685   $     0.36
Effect of Dilutive Securities:
   Employee Compensation Plans         --            --           --            --        522,624        (0.01)
                                 ----------    ----------   ----------    ----------   ----------   ----------
Historical Dilutive EPS:
   Income available to
     Common Stockholders
     plus assumed exercises      $     (347)   13,635,383   $    (0.03)   $    4,534   13,078,309   $     0.35
                                 ==========    ==========   ==========    ==========   ==========   ==========
</TABLE>

<PAGE>   8


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

Results of Operations

         The following table sets forth, for the periods indicated, selected
statements of earnings as a percentage of revenues:


<TABLE>
<CAPTION>
                                         Three Months       Six Months
                                        Ended June 30,    Ended June 30,
                                        --------------    --------------
                                        1999     1998     1999     1998
                                        ----     ----     ----     ----
<S>                                     <C>       <C>     <C>       <C>
Revenues                                100%      100%    100%      100%
Cost of services                         76        59      78        59
                                        ---       ---     ---       ---
 Gross profit                            24        41      22        41
                                        ---       ---     ---       ---
Costs and expenses:
 Selling                                  8         6       8         6
 Recruiting                               2         2       3         2
 General and administrative              16        16      17        16
                                        ---       ---     ---       ---
Total costs and expenses                 26        24      28        24
                                        ---       ---     ---       ---
Operating income (loss)                  (2)       17      (6)       17
Interest income                           4         2       4         2
                                        ---       ---     ---       ---
Income (loss) before income taxes         2        19      (2)       19
Provision (benefit) for income taxes      1         7      (1)        8
                                        ---       ---     ---       ---
Net income (loss)                         1%       12%     (1)%      11%
                                        ===       ===     ===       ===
</TABLE>



         Revenues. Revenues decreased 22% to $16.7 million and 17.9% to $33.2
million in the second quarter and first six months of 1999, respectively, from
$21.4 million and $40.4 million for the comparable 1998 periods. The decreases
in the 1999 periods versus the comparable 1998 periods were primarily the result
of earlier than expected project completions, delays in beginning new client
projects, and general industry conditions. The Company's billing rate per hour
increased 10% in the second quarter of 1999 from the comparable 1998 quarter and
has remained constant from the fourth quarter of 1998.

         Gross Profit. Gross profit decreased 55% to $4.0 million in the second
quarter of 1999 from $8.8 million in the second quarter of 1998. Gross profit in
the first six months of 1999 decreased 56% to $7.3 million from $16.5 million in
the first six months of 1998. Gross profit as a percentage of revenues decreased
to 24% in the second quarter and to 22% in the first six months of 1999 from 41%
for the comparable 1998 periods. The decreases in gross profit were primarily
attributable to decreases in consultant utilization rates. The results for the
first and second quarters of 1998 were negatively impacted by management's
estimate of the services to be performed related to completing the Company's
century date compliance projects.


<PAGE>   9

         Selling Expenses. Selling expenses were $1.3 million in the second
quarter of 1999 and 1998. For the first six months ended June 30, 1999, selling
expenses increased 8% to $2.6 million from $2.5 million for the comparable 1998
period. The Company's selling expenses as a percentage of revenues increased to
8% in the second quarter and the first six months of 1999 from 6% for the
comparable 1998 periods. The increase was primarily the result of increased
sales executive compensation due to the increase in the sales force from an
average of 24 in the first six months of 1999 to an average of 17 in the
comparable 1998 period.

         Recruiting Expenses. Recruiting expenses decreased 29% to $0.3 million
in the second quarter of 1999 from $0.5 million for the second quarter of 1998.
For the first six months of 1999, recruiting expenses decreased 16% to $0.8
million from $0.9 million for the first six months of 1998. Hiring during the
first and second quarters of 1999 consisted only of project-specific skill sets
required on client engagements.

         General and Administrative Expenses. General and administrative
expenses decreased 17% to $2.7 million and 10% to $5.7 million in the second
quarter and first six months of 1999, respectively, from $3.3 million and $6.3
million for the comparable 1998 periods. Increased expenses incurred in the
second quarter and the first six months of 1999 for internal technology, office
space, telecommunications, depreciation, employee functions, and merger-related
costs for travel, legal and accounting fees were offset by decreases in expenses
for management bonuses and training costs associated with the entry-level
portion of the Information Technology Consultant (ITC) Training Program.

         Interest Income. Interest Income increased to $0.7 million and $1.2
million in the second quarter and the first six months of 1999 from $0.5 million
and $0.8 million for the comparable 1998 periods. This increase was attributable
to interest earned on the investment of funds received in the May 5, 1998
follow-on offering.

         Provision for Income Taxes. The Company's effective tax rate was 40%
for the second quarter and the first six months of 1999 and 1998.


Liquidity and Capital Resources

         The remaining net proceeds of approximately $8.9 million from the
Company's initial public offering, together with the $23.1 million from the
follow-on public offering, and cash from operations are being temporarily
invested in investment grade securities. The Company intends to use the
remaining net proceeds for general corporate purposes, including the expansion
of the curriculum of its ITC Training Program, the development of new service
offerings related to E-Business and enterprise application integration
strategies, additional virtual insourcing centers, working capital, branch
expansion and possible acquisitions of related businesses.

         At June 30, 1999, the Company had approximately $50.5 million of cash
and short-term investments.

<PAGE>   10
Receivables have increased to 55 days of revenues at June 30, 1999, from 52 days
of revenues at December 31, 1998.

         The Company, subsequent to the initial public offering, has no
outstanding debt. The Company believes the net proceeds from such offerings,
together with existing sources of liquidity and funds generated from operations,
will provide adequate cash to fund its anticipated cash needs, including funding
the Company's growth strategy.

Recent Events

         In response to declining consultant utilization rates, the Company
implemented a reduction in force on August 2, 1999, at one of its four
locations. The reductions amounted to an approximately 10% cut in SPR's
consulting professionals. The Company believes that these reductions should
reduce costs by approximately $0.3 million per month.

         On March 17, 1999 the Company announced a plan to purchase up to 1.5
million of its shares of common stock under a stock repurchase program. The
quantity to be purchased and the targeted price will be determined daily, based
upon management's discretion. As of August 11, 1999, the Company has purchased
635,692 shares.


Cautionary Statement for Purposes of the "Safe Harbor" Provisions of the Private
Securities Litigation Reform Act of 1995

         The statements contained in the section captioned Management's
Discussion and Analysis of Financial Condition and Results of Operations which
are not historical are "forward looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. These forward-looking statements
represent the Company's present expectations or beliefs concerning future
events. The Company cautions that such statements are qualified by important
factors that could cause actual results to differ materially from those in the
forward looking statements including statements pertaining to: (i) the expected
continued success of the Company's ITC Training Program, (ii) the Company's
future ability to effectively manage its consultant utilization rates and its
hourly consultant billing rates, (iii) the Company's ability to leverage its
Century Date Compliance expertise into providing other mass change and project
management services to its clients, (iv) successful management of engagement and
contract risks, and (v) the Company's ability to expand and develop additional
branch offices and Virtual Insourcing Centers. Results actually achieved thus
may differ materially from expected results included in these statements.


<PAGE>   11


PART II - OTHER INFORMATION

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

(a) The Annual Meeting of Stockholders was held on June 24, 1999.

(b) The Stockholders voted to elect six directors to the Company's Board of
Directors.


<TABLE>
<CAPTION>
DIRECTORS                         FOR          AGAINST      WITHHELD
<S>                            <C>             <C>          <C>
Robert M. Figliulo             12,258,652         --         56,935
Stephen J. Tober               12,257,147         --         58,440
David A. Figliulo              12,259,569         --         56,018
Ronald L. Taylor               12,260,589         --         54,998
Sydnor W. Thrift, Jr           12,259,134         --         56,453
David P. Yeager                12,260,008         --         55,579
</TABLE>


(c) The Stockholders voted on a proposal to approve the Company's 1999 Stock
Option Plan.


<TABLE>
<CAPTION>
                    FOR          AGAINST    ABSTAIN
<S>                             <C>         <C>
                  8,781,204     1,144,123    8,075
</TABLE>


(d) The Stockholders voted on a proposal to approve the appointment of Arthur
Andersen LLP as independent auditors of the Company for the year ending December
31, 1999.

<TABLE>
<CAPTION>
                    FOR          AGAINST     ABSTAIN
<S>                               <C>         <C>
                 12,273,502       39,129      2,956
</TABLE>





Item 6.  Exhibits and Reports on Form 8-K.

Exhibits.

                       Exhibit 27 Financial Data Schedule.

(b)   Reports on Form 8-K .

No reports on Form 8-K were filed by the Company during the quarter ended June
30, 1999.

<PAGE>   12


                                   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.


                                    SPR Inc.

Date: August 11, 1999                    By:  /s/  Robert M. Figliulo
      -----------------                     -----------------------------------
                                         Robert M. Figliulo
                                         Chief Executive Officer and
                                         Chairman of the Board of Directors


Date: August 11, 1999                    By: /s/  Stephen J. Tober
      -----------------                     ------------------------------------
                                         Stephen J. Tober
                                         Executive Vice President -
                                         Chief Operating Officer


Date: August 11, 1999                    By: /s/  Stephen T. Gambill
        ---------                           ------------------------------------
                                         Stephen T. Gambill
                                         Vice President &
                                         Chief Financial Officer