Westaff (WSTF) 10-Q/A 2005 Q3 Quarterly report (amended)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C.  20549

FORM 10-Q/A

ý	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
	For the quarterly period ended  July 9, 2005
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from                     to

Commission file number 0-24990

WESTAFF, INC.

(Exact name of registrant as specified in its charter)

Delaware	94-1266151
(State or other jurisdiction	(I.R.S.employer
of incorporation or organization)	identification number)

298 North Wiget Lane

Walnut Creek, California  94598-2453

(Address of registrant’s principal executive offices)

(925)  930-5300

(Registrant’s telephone number)

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  ý  No o

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).   Yes  o  No  ý

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:

Class	Outstanding at September 15, 2005
Common Stock, $.01 par value	16,377,958 shares

PORTIONS AMENDED

The Registrant hereby amends Part II – Item 4 contained in the Registrant’s Report on Form 10-Q for the quarterly period ended July 9, 2005, to provide information relating to the matters voted on by Registrant’s shareholders at Registrant’s Annual Meeting of Stockholders held May 18, 2005.  Except as set forth in Part II, Item 4 below, no other changes are made to Registrant’s Report on Form 10-Q for the quarterly period ended July 9, 2005.

PART II. OTHER INFORMATION

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

At the Annual Meeting of Stockholders held on May 18, 2005, W. Robert Stover was elected as Class III director  to serve for a three-year term until his successor is elected and qualified.  The voting was as follows:

Votes For:	14,307,765
Votes Withheld:	1,310,626

In addition, Janet Brady was elected as Class III director to serve for a three-year term until her successor is elected and qualified.  The voting was as follows:

Votes For:	15,341,872
Votes Withheld:	276,519

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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.

		WESTAFF, INC.
September 15, 2005		/s/ Dirk A. Sodestrom
Date	Dirk A. Sodestrom
	Senior Vice President and Chief Financial Officer

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EXHIBIT INDEX

Exhibit No.	Description of Document
31.1	Certification of the Chief Executive Officer
31.2	Certification of the Chief Financial Officer

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