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<SEC-DOCUMENT>0000102752-05-000039.txt : 20051031
<SEC-HEADER>0000102752-05-000039.hdr.sgml : 20051031
<ACCEPTANCE-DATETIME>20051031154658
ACCESSION NUMBER:		0000102752-05-000039
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20051028
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20051031
DATE AS OF CHANGE:		20051031

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			VSE CORP
		CENTRAL INDEX KEY:			0000102752
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-ENGINEERING SERVICES [8711]
		IRS NUMBER:				540649263
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-03676
		FILM NUMBER:		051166413

	BUSINESS ADDRESS:	
		STREET 1:		2550 HUNTINGTON AVE
		CITY:			ALEXANDRIA
		STATE:			VA
		ZIP:			22303
		BUSINESS PHONE:		7039604600

	MAIL ADDRESS:	
		STREET 1:		2550 HUNTINGTON AVENUE
		CITY:			ALEXANDRIA
		STATE:			VA
		ZIP:			22303

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	VALUE ENGINEERING CO
		DATE OF NAME CHANGE:	19790612
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>vse8k1028.txt
<DESCRIPTION>VSE CORPORATION FORM 8-K  OCTOBER 28, 2005
<TEXT>

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM 8-K

                                Current Report
                      Pursuant to Section 13 OR 15(d) of
                      the Securities Exchange Act of 1934

      Date of Report (Date of earliest event reported):  October 28, 2005


                               VSE CORPORATION
            (Exact Name of Registrant as Specified in its Charter)

                                   DELAWARE
        (State or Other Jurisdiction of Incorporation or Organization)


                 0-3676                            54-0649263
        (Commission File Number)         (I.R.S. Identification Number)


         2550 Huntington Avenue
          Alexandria, Virginia                     22303-1499
(Address of Principal Executive Offices)           (Zip Code)


      Registrant's Telephone Number, Including Area Code:  (703) 960-4600

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities
    Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange
    Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
    Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
    Exchange Act (17 CFR 240.13e-4(c))

<PAGE>

VSE CORPORATION

Item 2.02  Results of Operations and Financial Condition

Attached hereto as Exhibit 99.1 is a copy of the Registrant's news release
dated October 28, 2005 announcing the consolidated financial results for the
three- and nine-month periods ended September 30, 2005.

Item 9.01  Financial Statements and Exhibits

         (c)  Exhibits

              Exhibit
              Number
              ------
               99.1  News Release, October 28, 2005 entitled "VSE Reports Third
                     Quarter 2005 Results"


<PAGE>
                                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.


                                         VSE CORPORATION
                                         (Registrant)



Date:  October 31, 2005                  /s/ T. R. Loftus
                                         -------------------------------
                                         T. R. Loftus
                                         Senior Vice President and
                                         Chief Financial Officer



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>vseexh99-1.txt
<DESCRIPTION>NEWS RELEASE "VSE REPORTS THIRD QUARTER 2005 RESULTS"
<TEXT>
                                                                   Exhibit 99.1

VSE CORPORATION


                   VSE REPORTS THIRD QUARTER 2005 RESULTS
              Company Earns $0.66 Per Share Diluted in Quarter


       Alexandria, Virginia, October 28, 2005 - VSE Corporation (Nasdaq: VSEC)
reported the following consolidated financial results for the periods ended
September 30, 2005 and 2004:

VSE Corporation and Subsidiaries
<TABLE>
Consolidated  Statements of Income (unaudited)
(in thousands, except share and per share amounts)
- ------------------------------------------------------------------------------------------------
<CAPTION>
                                                      Three Months              Nine Months
                                                   2005         2004         2005         2004
                                                   ----        ----          ----         ----
<S>                                            <C>          <C>          <C>             <C>
Revenues, principally from contracts           $  76,600    $  62,223    $ 215,201    $ 158,869
Costs and expenses of contracts                   73,883       60,620      207,354      154,505
                                               ---------    ---------    ---------    ---------
Gross profit                                       2,717        1,603        7,847        4,364
Selling, general and administrative expenses         173          192          340          450
Interest income, net                                 (43)         (31)         (84)         (76)
                                               ---------    ---------    ---------    ---------
Income before income taxes                         2,587        1,442        7,591        3,990
Provision for income taxes                         1,000          557        2,935        1,542
                                               ---------    ---------    ---------    ---------
Income from continuing operations                  1,587          885        4,656        2,448
Loss from discontinued operations, net of tax        -            -            -             (1)
                                               ---------    ---------    ---------    ---------
Net income                                     $   1,587    $     885    $   4,656    $   2,447
                                               =========    =========    =========    =========
Weighted average shares outstanding:
Basic                                          2,348,228    2,225,307    2,313,058    2,221,043
Diluted                                        2,417,056    2,301,040    2,382,986    2,297,866

Earnings per share:
Basic - Income from continuing operations      $     .68    $     .40    $    2.01    $    1.10
Basic - Loss from discontinued operations            .00          .00          .00          .00
                                               ---------    ---------    ---------    ---------
Basic - Net income                             $     .68    $     .40    $    2.01    $    1.10
                                               =========    =========    =========    =========

Diluted - Income from continuing operations    $     .66    $     .38    $    1.95    $    1.06
Diluted - Loss from discontinued operations          .00          .00          .00          .00
                                               ---------    ---------    ---------    ---------
Diluted - Net income                           $     .66    $     .38    $    1.95    $    1.06
                                               =========    =========    =========    =========
</TABLE>

Financial Results

       VSE revenues increased about $14.4 million (up 23%) and $56.3 million
(up 35%) for the three and nine-month periods compared to the same periods of
last year, primarily due to work on the Army's Trailer Ballistic Protection
System program and to an increase in work in VSE's BAV, Communications and
Engineering, Fleet Maintenance, and Systems and Engineering Divisions.

                                   - more -

VSE Corporation News Release (continued)


       VSE net income increased about $702 thousand (up 79%) and $2.2 million
(up 90%) for the three and nine-month periods compared to the same periods of
last year, primarily due to the profits associated with the additional revenues
and to an increase in gross margins. The increase in gross margins was
attributed to allocating fixed corporate costs over a larger revenue base and to
an increase in the percentage of work performed on time and materials and firm
fixed price contracts, which tend to have higher profit margins than cost
reimbursement contracts.

       VSE typically has three quarterly reporting periods during the year that
include a recognition of BAV award fee income and one quarterly reporting period
that does not. The three-month periods ended September 30, 2005 and 2004 do not
include BAV award fee income.

CEO Comments

       Commenting on the financial results, VSE Chairman, President and CEO/COO
Don Ervine said, "VSE third quarter revenues of about $76.6 million are a record
high quarter for the company, and earnings of about $1.6 million for the quarter
($.66 per share diluted) are keeping pace with the increase in revenues. Our
funded backlog at September 30, 2005, was about $212 million compared to about
$168 million at December 31, 2004."

       "We continue to find promising opportunities to bid in the markets we
serve, and we expect to win a share of the work which will become available. Our
growth over the last two years has been the result of good marketing teamwork
and the versatility of our managers and employees in identifying and responding
to emerging customer requirements in a timely and professional manner. I look
forward to reporting on our continued progress in the months ahead."

	This news release contains statements which, to the extent they are not
recitations of historical fact, constitute "forward looking statements" under
federal securities laws. All such statements are intended to be subject to the
safe harbor protection provided by applicable securities laws. For discussions
identifying some important factors that could cause actual VSE results to differ
materially from those anticipated in the forward looking statements in this news
release, see VSE's public filings with the Securities and Exchange Commission.

	VSE provides diversified services to the engineering, energy and
environment, defense, and homeland security markets from more than 20 locations
across the United States and around the world. For more information on VSE
services and products, please see the Company's web site at www.vsecorp.com or
contact Len Goldstein, Director of Business and New Product Development at
(703) 317-5202.

News Contact: C. S. Weber, CAO, (703) 329-4770.



</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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