In December 2002, the FASB issued Statement of Financial Accounting Standards No. 148  Accounting for Stock Based 

Compensation   Transition and Disclosure  ( SFAS 148 ). SFAS 148 provides alternative methods of transition for a 

voluntary change to the fair value method of accounting for stock based employee compensation.  SFAS 148 also amends 

the disclosure requirements of SFAS 123 to require prominent disclosures in both annual and interim financial statements 

about the method of accounting for stock based employee compensation and the effect of the method used on reported 

results. The adoption of SFAS 148 had no effect on our financial position or results of operations. 

In November 2002, the FASB issued Interpretation No. 45,  Guarantor's Accounting and Disclosure Requirements for 

Guarantees, Including Indirect Guarantees of Indebtedness to Others  ( FIN 45 ).  FIN 45 requires that a guarantor 

recognize a liability at inception of certain guarantees and disclose certain other types of guarantees, even if the likelihood of 

requiring the guarantor's performance is remote. The initial recognition and measurement provisions of FIN 45 are 

applicable to guarantees issued or modified after December 31, 2002. The disclosure provisions of FIN 45 are effective for 

financial statements that end after December 15, 2002.  The adoption of FIN 45 did not have a material effect on our 

financial position or results of operations. 

Risks Related to our Business  

The risks described below should not be considered to be comprehensive and all inclusive.  Additional risks that we do not yet 

know of or that we currently think are immaterial may also impair our business operations.  If any events occur that give rise to 

the following risks, our business, financial condition, cash flow or results of operations could be materially and adversely 

affected, and as a result, the trading price of our Class A common stock could be materially and adversely impacted. These risk 

factors should be read in conjunction with other information set forth in this report, including our Consolidated Financial 

Statements and the related notes. 

Loss of, or reduction of business from, clients. The loss of clients and/or the reduction of volumes and services provided to 

our clients could materially affect our revenues, profitability and cash flows. In addition, we incur a high level of fixed costs 

related to our technology outsourcing and business process outsourcing clients. Therefore the loss of any one of our 

significant clients could leave us with a significantly higher level of fixed costs than is necessary to serve our remaining 

clients, thereby reducing our revenues, profitability and cash flow. 

Termination of a contract by a client or deterioration of the financial condition of a client. We must make significant capital 

investments in order to attract and retain large outsourcing agreements. The termination of a client contract or the 

deterioration of the financial condition or prospects of a client has in the past, and may in the future, result in an impairment 

of the net book value of the assets recorded, including a portion of our intangible assets, and a reduction in our earnings and 

cash flow.  

Competition. We expect to encounter additional competition as we address new markets and new competitors enter our 

existing markets.  If we are forced to lower our pricing or if demand for our services decreases, our business, financial 

condition, results of operations, and cash flow may be materially and adversely affected. Many of our competitors have 

greater resources, and they may be able to use their resources to adapt more quickly to new or emerging technologies or to 

devote greater resources to the promotion and sale of their products and services. In addition, we must frequently compete 

with a client s own internal business process and information technology capabilities, which may constitute a fixed cost for 

the client.  

Difficulties in executing our acquisition strategy. We intend to continue to expand our business through the acquisition of 

complementary companies.  We cannot, however, make any assurances that we will be able to identify any potential 

acquisition candidates or consummate any additional acquisitions or that any future acquisitions will be successfully 

integrated or will be advantageous to us.  Without additional acquisitions, we are unlikely to maintain historical total growth 

rates.  

Failure to properly manage our operations and our growth.  We have rapidly expanded our operations in recent years. We 

intend to continue expansion in the foreseeable future to pursue existing and potential market opportunities. This rapid 

growth places a significant demand on our management and operational resources. In order to manage growth effectively, we 

must implement and improve our operational systems, procedures, and controls on a timely basis. If we fail to implement 

these systems, procedures and controls on a timely basis, we may not be able to service our clients' needs, hire and retain  

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