Item 1.01 Entry Into A Material Definitive Agreement.

Information set forth under Item 2.03 of this Current Report on Form 8-K is incorporated herein by reference.

Item 2.03 Creation Of A Direct Financial Obligation Or An Obligation Under An Off-Balance Sheet Arrangement Of A Registrant.

On June 24, 2009, Pomeroy IT Solutions, Inc. ("Company") amended its credit facility with GE Commercial Distribution Finance Corporation ("GECDF") by entering into Amendment No. 8 to Amended and Restated Credit Facilities Agreement dated as of June 25, 2004, as amended by Amendment No. 1 (with Waiver) to Amended and Restated Credit Facilities Agreement dated as of March 31, 2006, as amended by Amendment No. 2 (with Waiver) to Amended and Restated Credit Facilities Agreement dated as of April 13, 2006, as amended by Amendment No. 3 (with Waiver) to Amended and Restated Credit Facilities Agreement dated as of June 23, 2006, as amended by Amendment No. 4 to Amended and Restated Credit Facilities Agreement dated as of June 25, 2007, and as amended by Amendment No.
5 (with Waiver) to Amended and Restated Credit Facilities Agreement dated as of April 15, 2008, as amended by Amendment No. 6 to Amended and Restated Credit Facilities Agreement dated as of June 25, 2008, as amended by Amendment No. 7 to Amended and Restated Credit Facilities Agreement dated November 14, 2008, as further amended or modified from time to time (the "Loan Agreement"). The Amendment No. 8 is effective as of June 24, 2009.

The primary provisions of Amendment No. 8 are:

(i) to extend the Maturity Date for all Commitments from June 25, 2009 to October 30, 2009;

(ii) to reduce the Minimum Tangible Net Worth to Fifth Million Dollars ($50,000,000) (previously $60MM) for the fiscal quarters ending July 5, 2009 and October 5, 2009;

(iii) to set the Minimum Fixed Charge Coverage Ratio for each of the four fiscal quarter periods ending July 5, 2009, and October 5, 2009, at 1.00:1.00;

(iv) to set the Maximum Total Funded Indebtedness to EBITDA for each of the four fiscal quarter periods ending July 5, 2009, and October 5, 2009, at 2.75:1.00; and

(v) to set the Termination Fee that may be due from Borrower in the event all Commitments are terminated prior to the Maturity Date.

There is an amendment fee, payable by the Company, of $25,000.

The foregoing summary is qualified in its entirety by reference to the text of the Amendment No. 8, which is filed as an exhibit and is incorporated herein by reference.

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