Item 2.02     Results of Operations and Financial Condition

On July 31, 2008, Valassis issued a press release (the “Press Release”) announcing results for the quarter and six months ended June 30, 2008. Furnished hereto as Exhibit 99.1 to this Current Report is a copy of the Press Release.

The information in this Current Report and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01     Financial Statements and Exhibits.

(c)
Exhibits

Exhibit
Number
 
Description
 
 
 
99.1
 
Press release dated as of July 31, 2008

 
 
 
 
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 hereunto duly authorized.
 
VALASSIS COMMUNICATIONS, INC.
 
(Registrant)
Dated:  July 31, 2008
 
 
/s/ Robert L. Recchia
 
Robert L. Recchia
 
Executive Vice President and
Chief Financial Officer