Item 7.01. Regulation FD Disclosure

On February 12, 2009, PROS Holdings Inc. ("the Company") announced its results of operations for the quarter and year ended December 31, 2008. A copy of that press released was furnished as an exhibit to our February 12, 2009 Current Report on Form 8-K. Also on February 12, 2009, the Company held a conference call discussing those results. The transcript of the conference call is attached hereto as Exhibit 99.1 to this Form 8-K.

The information in the this Current Report, including the exhibits attached hereto, shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any registration statement or other document filed with the Securities and Exchange Commission by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1 Earnings release transcript dated February 12, 2009.

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