SecProbe.io

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                         Volt Information Sciences, Inc.
                              560 Lexington Avenue
                            New York, New York 10022

VIA EDGAR

Securities and Exchange Commission                                  June 7, 2005
450 Fifth Street, N.W.
Washington, D.C. 20549

Attention:        Michele Anderson, Esq.
                  Legal Branch Chief

                  Re: Volt Information Sciences, Inc. (the "Company")
                  Form 10-Q for the quarter ended January 30, 2005
                  Filed March 11, 2005
                  File No. 1-9232

Dear Ms. Anderson:

         Set forth below are the Company's responses to the Staff's letter dated
May 5, 2005 regarding the Company's Form 10-Q for the fiscal quarter ended
January 30, 2005 filed on March 11, 2005 (the "First Quarter 10-Q").

GENERAL RESPONSE:

         In connection with the Company's April 6, 2005 response letter, the
Staff has requested that the Company revise its First Quarter 10-Q to provide
additional disclosure in connection with its disclosures under Item 4 - Controls
and Procedures ("Item 4"). In view of the fact that the Company's disclosure
controls and procedures were effective as of January 30, 2005 and continue to be
effective, the Company respectfully requests that such additional disclosures be
provided in its Form 10-Q for the fiscal quarter ended May 1, 2005 (the "Second
Quarter 10-Q"), to be filed on or about June 9, 2005. The response to the
Staff's comments 1 through 3 is included in the following disclosure, which the
Company will include under Item 4 in the Second Quarter 10-Q.

"ITEM 4 - CONTROLS AND PROCEDURES

Evaluation of disclosure controls and procedures

    The Company carried out an evaluation of the effectiveness of the design and
    operation of its "disclosure controls and procedures," as defined in, and
    pursuant to, Rule 13a-15 of the Securities Exchange Act of 1934, as of May
    1, 2005 under the supervision and with the participation of the Company's
    management, including the Company's Chairman of the Board,

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    President and Principal Executive Officer (the "CEO") and its Senior Vice
    President and Principal Financial Officer (the "CFO"). Based on that
    evaluation, the Company's CEO and its CFO concluded that, as of the date of
    their evaluation, the Company's disclosure controls and procedures were
    effective as of May 1, 2005 to ensure that material information relating to
    the Company and its subsidiaries is made known to them on a timely basis.

Prior Period Weaknesses in Internal Controls

    The Company's operation in Uruguay (which is part of the Telephone Directory
    segment) printed its Montevideo telephone directory each year during the
    October-November timeframe, and revenue should have been recognized in the
    months of distribution of the books. In mid-December 2004, through
    discussions with the financial staff in Uruguay and by examination of
    detailed correspondence and schedules from their offices, the Company's CFO
    and its Principal Accounting Officer (the "PAO") determined that revenue had
    not been properly recognized in Uruguay in accordance with the Company's
    policies. This improper recognition involved only the timing of when certain
    advertising revenue and related costs and expenses were recognized. During
    the review, it was determined by the PAO that the revenue had been
    recognized improperly in this operation since at least 1998, and as a
    result, the Company restated in its Annual Report on Form 10-K for the
    fiscal year ended October 31, 2004 (the "2004 Form 10-K") its previously
    issued financial results for the fiscal years 2000 through 2003 and the
    first two quarters of fiscal 2004, and also filed an amended Annual Report
    on Form 10-K for the fiscal year ended November 2, 2003. This improper
    recognition constituted a material weakness (within the standards
    established by the American Institute of Certified Public Accountants and
    the Public Company Accounting Oversight Board) within the Company's system
    of internal control.

    In addition, one week prior to the filing deadline for the 2004 Form 10-K,
    the Company's management and Ernst & Young LLP, the Company's independent
    registered public accounting firm, determined that an additional material
    weakness existed relating to adjusting entries which were made during the
    course of the audit to correct the underlying books and records. As
    described in fuller detail under the caption, "Remediation Efforts Related
    to the Material Weaknesses in Internal Controls," these adjusting entries
    were the result of certain account analyses and reconciliations not being
    performed on a timely basis, certain instances of incomplete review of facts
    and circumstances resulting in errors of judgment and estimation, and
    failures to follow the Company's existing policies and procedures to ensure
    that all adjustments were made on a timely basis during the close process.
    Management and the Company's independent registered public accounting firm
    then informed the Audit Committee of the Company's Board of Directors of
    such facts. Due to the limited timeframe prior to the 2004 Form 10-K filing
    deadline, the Company was unable to complete the implementation and
    validation of remedial actions with regard to this additional material
    weakness prior to the filing deadline.

    On January 10, 2005, Ernst & Young issued an unqualified opinion on the
    Company's financial statements for the fiscal year ended October 31, 2004.

    Based upon the events described above and the Company's evaluation of the
    effectiveness of the design and operation of its disclosure controls and
    procedures, the Company's CEO and its CFO concluded that as of fiscal year
    end, the Company's disclosure controls and procedures were not effective to
    ensure that material information relating to the Company and its
    subsidiaries was made known to them on a timely basis.

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    Remediation Efforts Related to the Material Weaknesses in Internal Controls

    To address the prior period weaknesses in internal controls described above,
    during the first quarter of fiscal year 2005, management of the Company
    instituted a review of the Company's internal controls in order to correct
    the deficiencies related to revenue recognition in Uruguay and the Company's
    financial close process, and to strengthen the accounting infrastructure as
    required. On January 18, 2005, after the filing of the Company's 2004 Form
    10-K but prior to the end of the Company's first fiscal quarter of 2005, the
    Company intensified its remediation efforts with a conference call to senior
    operating and financial management led by the CEO and the CFO. During the
    following week, the CFO issued two memoranda reiterating the discussion
    points from the conference call which are summarized below. The memoranda
    contained general accounting directives and each financial manager was also
    given a listing specific to his/her operation. The memoranda included the
    Company's proposed remediation solutions, with a directive that significant
    control areas be remediated prior to the closing of the first quarter and
    less significant control areas be remediated prior to the close of the
    second quarter. The memoranda were followed up with face-to-face meetings
    with all of the Company's domestic business units' senior financial managers
    (whose units represented over 90% of the Company's consolidated revenues in
    fiscal 2004) by the CFO and the PAO, as well as telephonic meetings with the
    remaining senior financial managers. The significant items discussed and
    documented were as follows:

         1.       Proper revenue recognition procedures in Uruguay;

         2.       Stringent review and justification for accruals (including FAS
                  5 analyses), with emphasis on income, payroll and other taxes,
                  and computer and communication costs;

         3.       Comprehensive review of inventory costs and methodology to
                  identify excess and obsolete inventory;

         4.       Review of leases to ensure proper accounting consistency with
                  FAS 13 and Technical Bulletin 85-3 ("TB 85-3");

         5.       Complete periodic analysis of accounts receivable to identify
                  and adjust for billing errors and customer credit balances;

         6.       Expanded analyses to determine whether there are any
                  unrecorded liabilities for the quarterly periods; and

         7.       Reinforcement of the financial statement close processes.

    Prior to the end of the Company's first fiscal quarter for 2005, the PAO
    reaffirmed the Company's accounting policy concerning the reporting of
    revenue in the telephone directory operation. The policy requires that
    directory revenue be recognized in an accounting period upon the shipment of
    directories to customers, designated drop off locations or designated
    shippers. Subsequent to the reaffirmation of the policy, correspondence and
    schedules

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    substantiating the recognition of the telephone directory publishing revenue
    and related costs have been issued by the telephone directory operations and
    reviewed by the office of the PAO on a quarterly basis, and, after being
    approved, are included in the financial statements of the Company.

    Prior to the end of the first fiscal quarter of 2005, a substantial part of
    the Company's remediation efforts over the financial statement close process
    had been completed. As of the filing date of the First Quarter 10-Q, the
    remediation status of the above-listed items was as follows:

         1.       Accrual analyses were expanded to include additional
                  information, and the related accounts were trued up to the
                  actual amounts as soon as the information became available;

         2.       The Company reaffirmed its supervisory sign-and-date
                  procedures ensuring that all analyses were reviewed by
                  authorized personnel on a timely basis;

         3.       The Company documented its procedures related to the
                  recognition of excess and obsolete inventory and implemented
                  those procedures effective with the first fiscal quarter
                  close;

         4.       As part of the financial close process for fiscal year end
                  2004, the Company reviewed its significant leases, and a
                  sampling of other leases, and adjusted the lease expense to
                  conform with FAS 13 and TB 85-3. The Company issued new
                  procedures to ensure continued compliance with the
                  straight-line method of accounting for leases;

         5.       Accounts receivable analyses in the first quarter were
                  expanded to highlight problem accounts identified in the
                  agings and customer credit balances were reclassified into
                  accounts payable;

         6        Unrecorded liability analyses for the first quarter were
                  expanded to include the accrual of inventory and fixed assets;
                  and

         7.       The Company reinforced its financial close process by holding
                  meetings with, and distributing memoranda to, its financial
                  managers in January 2005, emphasizing enhanced analyses and
                  more diligent reviews, and this was augmented by the increased
                  financial staff, discussed further below.

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In addition to the foregoing, the Company has already implemented or is in the
process of implementing the following key remediation initiatives:

         o        The Company expanded its corporate and regional financial
                  staff in the first and second fiscal quarters of 2005 to
                  improve account analyses, reviews and the testing of controls,
                  and additional staff will be added as required;

         o        The Company improved its monitoring controls starting in the
                  first fiscal quarter of 2005, with additional improvements in
                  the second fiscal quarter of 2005;

         o        Prior to the close of the first fiscal quarter of 2005, the
                  Company, through an oral and written communications program,
                  improved the awareness of the importance of the financial
                  close process throughout the Company;

         o        Prior to the completion of the first fiscal quarter financial
                  statements for 2005, the Company completed the upgrade of its
                  enterprise resource planning system which enabled a more
                  thorough and timely analysis of its accounts, and an upgrade
                  to its human resources module is scheduled to be completed by
                  the end of the calendar year; and

         o        The Company has purchased hardware which will allow the
                  Company to provide improved backup and recovery functions for
                  system servers that are not on the Company network by the end
                  of the Company's third fiscal quarter of 2005;

Based upon the remediation of the deficiencies noted above, or the
implementation of compensating controls until such time as complete remediation
has been effected, prior to the filing of the First Quarter 10-Q, the CEO and
the CFO reached the conclusion that the previously identified weakness in the
Company's financial close process no longer existed, and its disclosure controls
and procedures were effective as of January 30, 2005, ensuring that material
information relating to the Company and its subsidiaries was made known to them
on a timely basis.

Changes in internal controls

    Except as set forth above, there were no significant changes in the
    Company's internal controls over financial reporting that materially
    affected, or are reasonably likely to materially affect, the Company's
    internal control over financial reporting.

Internal controls over financial reporting.

    Beginning with the Company's Annual Report on Form 10-K for the fiscal year
    ending October 30, 2005, the Company will be subject to the provisions of
    Section 404 of the Sarbanes-Oxley Act that require an annual management
    assessment of its internal controls over financial reporting and related
    attestation by the Company's independent registered public accounting firm."

         In addition, please note that the Company acknowledges that (a) it is
responsible for the adequacy and accuracy of the disclosures in the filing, (b)
the Staff comments or the Company's changes to disclosures in response to Staff
comments in the filing reviewed by the Staff do not foreclose the Commission
from taking any actions with respect to the filing, and (c) it may not assert
Staff comments as a defense in any proceeding initiated by the Commission or any
person under the federal securities laws of the United States.

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         We would appreciate you telephoning our counsel, Mr. Michael J. Shef at
Troutman Sanders LLP (212-704-6140), following your review of this letter or if
you have any questions or need any additional information.

         Thank you for your consideration.