UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
SM&A
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
78465D105
(CUSIP Number)
December 31, 2008
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
[ X ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the
Notes).
CUSIP No. 78465D105
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOs. OF ABOVE PERSONS
HEARTLAND ADVISORS, INC.
#39-1078128
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
WISCONSIN, U.S.A.
-------------------------------------------------------------------
NUMBER OF 5. SOLE VOTING POWER
SHARES BENEFICIALLY
OWNED BY None
EACH
REPORTING 6. SHARED VOTING POWER
PERSON
WITH 0
7. SOLE DISPOSITIVE POWER
None
8. SHARED DISPOSITIVE POWER
0
-------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ____
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
12. TYPE OF REPORTING PERSON
IA
CUSIP No. 78465D105
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOs. OF ABOVE PERSONS
WILLIAM J. NASGOVITZ
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
-------------------------------------------------------------------
NUMBER OF 5. SOLE VOTING POWER
SHARES BENEFICIALLY
OWNED BY None
EACH
REPORTING 6. SHARED VOTING POWER
PERSON
WITH 0
7. SOLE DISPOSITIVE POWER
None
8. SHARED DISPOSITIVE POWER
0
-------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ____
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
12. TYPE OF REPORTING PERSON
IN
Item 1.
(a) Name of Issuer: SM&A
(b) Address of Issuer's Principal Executive Offices:
4695 MacArthur Court, 8th Floor
Newport Beach, California 92660
Item 2.
(a) Name of Person Filing: (1) Heartland Advisors, Inc.
(2) William J. Nasgovitz
(b) Address of Principal Business Office:
(1) 789 North Water Street (2) 789 North Water Street
Milwaukee, WI 53202 Milwaukee, WI 53202
(c) Citizenship: Heartland Advisors is a Wisconsin corporation.
William J. Nasgovitz - U.S.A
(d) Title of Class of Securities: Common Stock
(e) CUSIP Number: 78465D105
Item 3. The persons filing this Schedule 13G are Heartland Advisors,
Inc., an investment adviser registered with the SEC, and William J.
Nasgovitz, President and principal shareholder of Heartland Advisors,
Inc. Mr. Nasgovitz joins in this filing pursuant to SEC staff positions
authorizing certain individuals in similar situations to join in a filing
with a controlled entity eligible to file on Schedule 13G. The reporting
persons do not admit that they constitute a group.
Item 4. Ownership.
For information on ownership, voting and dispositive power with
respect to the above listed shares, see Items 5-9 of the Cover Pages.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as
of the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check the
following: [ X ]
Item 6. Ownership of more than Five Percent on Behalf of Another Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
By signing below, the undersigned certify that, to the best of
their knowledge and belief, the securities referred to above were acquired
and are held in the ordinary course of business and were not acquired and
are not held for the purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not acquired and are not
held in connection with or as a participant in any transaction having that
purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true, complete
and correct.
DATE: January 8, 2009
WILLIAM J. NASGOVITZ HEARTLAND ADVISORS, INC.
By: /s/ PAUL T. BESTE By: /s/ PAUL T. BESTE
Paul T. Beste Paul T. Beste
As Attorney in Fact for Chief Operating Officer
William J. Nasgovitz
EXHIBIT INDEX
Exhibit 1 Joint Filing Agreement
EXHIBIT 1
Joint Filing Agreement
The undersigned persons agree and consent to the joint filing on
their behalf of this Schedule 13G in connection with their
beneficial ownership of SM&A at December 31, 2008.
WILLIAM J. NASGOVITZ
By: /s/ PAUL T. BESTE
Paul T. Beste
As Attorney in Fact for William J. Nasgovitz
HEARTLAND ADVISORS, INC.
By: /s/ PAUL T. BESTE
Paul T. Beste
Chief Operating Officer