Item 2.02. Results of Operations and Financial Condition.

On January 29, 2009, Renaissance Learning, Inc., a Wisconsin corporation (the "Company"), issued a press release (the "Earnings Press Release") announcing its results of operations for the fourth quarter and year ended December 31, 2008.
On the same date, the Company held a conference call, which was open to the public, to discuss these results. A copy of the Earnings Press Release and a transcript of the related conference call are attached hereto as Exhibits 99.1 and 99.2, respectively, and incorporated herein by reference.

The information in this Item, including Exhibits 99.1 and 99.2 attached hereto, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d)

Exhibits Exhibit No. Description 99.1 Earnings Press Release dated January 29, 2009 (including financial statements for the fourth quarter and year ended December 31, 2008) 99.2 Transcript of earnings release conference call held on January 29, 2009