2000 ANNUAL REPORT HUMAN CAPITALSTRATEGIES FOR THE 21ST CENTURY SMALL BUSINESSIS BIG BUSINESS 2000 $3,709 2000 $138.5 2000 $0.58 Administaff (NYSE: ASF) is the nation’s leading Professional Employer Organization (PEO), serving as the outsourced human resources department for thousands of small and medium-sized businesses throughout the United States. Administaff’s revenues in 2000 totaled $3.7 billion. At year-end 2000, the Company had approximately 4,000 client companies, 68,000 worksite employees and 1,100 corporate employees. Headquartered in Houston, Texas, the Company has three service centers and 33 sales offices in 17 major markets. Administaff’s common stock is listed on the New York Stock Exchange, and the Company is accredited by the Employer Services Assurance Corporation. The Company also is an active member of the National Association of Professional Employer Organizations. In early 2001, Administaff was named one of “America’s Most Admired Companies” by Fortune magazine for the third consecutive year. The Company also is included for the second time on the Forbes Platinum 400 list of the best big companies in America. In addition, Administaff ranks number 615 on the Fortune 1000 list and is included on the InformationWeek 500 list of leading information technology innovators. MISSION: The mission of Administaff is to be the recognized leader in the development, sale and delivery of quality Professional Employer Organization services to our strategically selected market comprised of small and medium-sized businesses. This mission will be accomplished by a highly motivated team of innovative people dedicated to finding, attracting and satisfying clients in a manner that will produce consistent and superior productivity among clients, employees and the Company. 1999 $89.5 1998 $68.6 1999 $0.34 1998 $0.31 1999 $2,261 1998 $1,683 REVENUES GROSS PROFIT DOLLARS IN MILLIONS DILUTED NET INCOME PER SHARE TABLE OF CONTENTS President’s Message 3 Work-Life Balance 8 A People Strategy – A Competitive Advantage 10 Personnel Management System 12 Co-Employers of Choice 16 Workplace Solutions 17 Board of Directors 18 Financial Review 19 Officers Inside Back Cover Corporate Information Inside Back Cover 2000 1999 1998 from 1999 % change $ 3,708,531 $ 2,260,743 $ 1,683,063 138,534 22,234 16,900 0.62 0.58 51,179 242,817 – $ $ $ 89,528 10,559 9,358 0.34 0.34 35,792 147,698 – $ $ $ 68,610 64 % 55 % 11,201 111 % $ $ $ 9,123 0.32 0.31 52,475 142,799 81 % 82 % 71 % 43 % 64 % – – 105,510 80,468 86,857 31 % FINANCIALHIGHLIGHTS (in thousands, except per share amounts and statistical data) INCOME STATEMENT DATA: Revenues Gross profit Operating income Net income Basic net income per share Diluted net income per share BALANCE SHEET DATA: Working capital Total assets Total debt Total shareholders’ equity STATISTICAL DATA: Average worksite employees paid per month during period 62,140 42,479 34,819 Gross payroll per worksite employee per month $ 3,830 $ 3,360 $ 3,083 46 % 14 % This Annual Report includes forward-looking statements within the meaning of the federal securities laws. You can identify such forward-looking statements by the words “expects,” “intends,” “plans,” “projects,” “believes,” “estimates,” “likely,” “goal,” “assume” and similar expressions. For information concerning important factors that could cause actual results to differ materially from those in such statements, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” on page 22. 1 PRESIDENT’SMESSAGE MY CONFIDENCE IN OUR ABILITY TO CONTINUE GROWING THE COMPANY AND STRENGTHENING OUR INDUSTRY-LEADING POSITION IS AT AN ALL-TIME HIGH. 2000 HIGHLIGHTS • ACHIEVED RECORD REVENUES AND INCOME • LAUNCHED AN eCOMMERCE PORTAL services and a faster rate of growth for our national expansion program. Leading our list of eBusiness • DEVELOPED NEW MARKETING AND STRATEGIC ALLIANCES initiatives in 2000 was the launch of • ENHANCED OUR eSERVICE DELIVERY PLATFORM bizzport,SM an eCommerce portal • REFINED AND EXPANDED OUR CORE SERVICES designed for exclusive use by client • ACCELERATED OUR NATIONAL EXPANSION PROGRAM companies, employees and their fami- • EXPERIENCED SIGNIFICANT GAINS IN SHAREHOLDER VALUE lies. Bizzport aggregates Administaff’s FELLOW SHAREHOLDERS: By any measure, 2000 was another remarkable year at Administaff. Not only did we produce excellent financial results, we also achieved significant advances in our technology initiatives, improved our service offering, maintained a healthy balance between growth and profitability, and further enhanced the outlook for our long-term success. Highlighting our record-setting financial performance in 2000 was a 64 percent increase in revenues to $3.7 billion. In addition, our net income was up 81 percent to $16.9 million, and diluted earnings per share rose 71 percent to $0.58. These results reflect significant pricing strength, operating expense control and better-than-expected unit growth – totaling more than 68,000 worksite employees at year-end. We also remained debt-free in 2000, and our balance sheet is among the strongest in our industry. We finished the year with working capital of $51.2 million, and our total assets exceeded $242 million. clients into a more powerful buying group and takes client support to higher levels in two important areas. First, it gives our clients the opportunity to market their products and services to other Administaff clients and employees through an online network- ing forum called Best2Best.SM And second, it provides convenient buying opportunities through a growing list of best-of-class providers, including such companies as American Express, AT&T, Bank One, Continental Airlines, Dell, FTD.COM, IBM and Spiegel. By the time we released the second version of bizzport in early While the Company’s financial results for 2000 set new records, 2001, more than 200 client companies it was our operational achievements that set the stage for our progress going forward. Major accomplishments in this area included further devel- opment of our eBusiness initiatives, an increase in the value of our client 3 FIVE-YEAR COMPOUND ANNUAL GROWTH RATES – • WORKSITE EMPLOYEES: 29% • REVENUES: 42% • GROSS PROFIT: 38% • OPERATING INCOME: 36% • NET INCOME: 59% had listed their products and services on Best2Best. In addition, more Administaff’s third eBusiness than a dozen major companies had joined bizzport’s best-of-class initiative is an eContent platform that providers list, with many more alliances under development. will provide a wide range of personnel Our second major eBusiness initiative was the expansion and management information via the Inter- enhancement of our eService platform, Administaff Assistant.® New net. Developed in 2000 and sched- features include Web reporting, online forms submission, a centralized uled for launch in 2001, this eContent personal information file for employees, convenient online password platform is designed to facilitate the assistance and quicker logins. During 2000, Administaff clients accessed exchange of information with other and downloaded thousands of online reports and forms. By automating companies serving our target market. these routine transactions, we are taking an important step to enhance In addition, it is expected to strengthen our service offering and lower operating costs for both Administaff and our position as the premier human our client companies. resources department for small and We also launched eUniversity in 2000. As an extension of Admin- medium-sized businesses, further istaff University, this online learning system provides clients with a leading- extend the Administaff brand and edge tool for training and developing the workforce. In addition to being generate new sales leads. able to access dozens of Web-based training courses, employees can Rounding out our technology plan and track their individual training programs and register online for investments in 2000 was the success- instructor-led classes. ful deployment of the Administaff 4 Information Management System (AIMS), our fifth-generation proprietary • A new workers’ compensation information and payroll management platform. This new release includes carrier – Lumbermens Mutual Casualty improved processing speed, a new comprehensive payroll tax calculation Company, a unit of Kemper Insurance module, enhanced integration with Administaff Assistant,® increased Companies – to underwrite our work- reporting capabilities and a simplified user interface. ers’ compensation insurance program Other important developments benefiting our clients in 2000 included: in line with the high-quality standards • The use of our volume purchasing power to help contain the rising our clients have come to expect. cost of health care. The Company’s growth in 2000 • The expansion of our benefits plan to include voluntary short-term also included an acceleration of our and long-term disability coverage, and upgrading our voluntary life insur- national expansion program. We ance plan from group term to group universal life with an optional entered two new markets – Baltimore savings component. and New Jersey – and we opened six • The addition of client coverage under our Employment Practices new sales offices. We also relocated Liability Insurance policy to further protect client companies. and expanded our Houston service • The creation of payroll teams to provide clients with broader payroll center; and in early 2001, we opened support, more personalized service and quicker response. our first on-site child-care facility there • The introduction of LifeWorks,® a comprehensive employee assistance to serve employees and others in the program that helps employees and their families balance work and local community. In addition, we broke personal issues. 5 ground on a new service center in Los Angeles and announced a major Administaff also entered into expansion of our corporate headquarters. strategic alliances with two Internet- The success of our organic growth model is punctuated by the based service companies – Virtual increased geographical diversity of our client base. When Administaff Growth and eProsper. These alliances became a public company in early 1997, more than 50 percent of our include equity investments by Admin- revenues were derived from our initial market, Houston, and less than istaff, joint marketing initiatives and 20 percent came from outside Texas. At year-end 2000, however, the development of future service Houston accounted for only 26 percent of our revenues despite continued offerings. Virtual Growth delivers out- strong growth in that market, and revenues from outside of Texas totaled sourced accounting services for small more than 50 percent for the first time. Furthermore, the Company’s and medium-sized businesses via expansion markets – those other than the original markets of Houston, the Internet, and eProsper provides San Antonio, Austin and Orlando – now represent more than 60 percent emerging growth companies with of total revenues. integrated capitalization and stock Our sales program also benefited from an expansion of our Ameri- option management services. can Express marketing alliance. This agreement provides for increased The financial markets responded marketing efforts by American Express, new offerings to Administaff’s favorably to Administaff’s progress clients and worksite employees through bizzport, and increased financial in 2000, resulting in an 80 percent incentives for both companies. increase in our stock price. Moreover, ONE OF OUR PRIMARY GOALS IS TO AGGREGATE THE BEST SMALL AND MEDIUM-SIZED BUSINESSES IN THE COUNTRY AND LEVERAGE THE POWER OF THIS GROUP TO CREATE A SHARED ADVANTAGE. 6 in the four-plus years from our initial public offering through the date of shareholder value. We expect to build this letter, Administaff’s common stock has appreciated at a compound on the accomplishments of 2000 by annual growth rate of 13.3 percent. This compares with gains of capitalizing on three important trends – 11.7 percent for the Standard & Poor’s 500 Index and 10.3 percent year-over-year unit and revenue for the NASDAQ Composite Index. growth, pricing strength derived from a The national news media also recognized our continuing success. continually improving value proposition, In January 2001, Forbes magazine included Administaff for the second and efficiency gains resulting from time on its Platinum 400 list of the best big companies in America. In our technology investments. addition, Administaff was again included on the Fortune 1000 list, ranking I would like to express manage- number 615 based on 1999 revenues. Fortune also named Administaff ment’s gratitude for the dedication, as one of “America’s Most Admired Companies” for the third consecutive hard work and outstanding achieve- year, and Bloomberg Personal Finance ranked Administaff as one of the ments of our corporate employees, top 100 hot stocks for 2000. and for the valuable guidance provided As we enter the new year, we are seeing the need to temper our by our Board of Directors. Appreciation near-term growth expectations due to the uncertainties of our nation’s also is extended to our clients, share- economy. At the same time, Administaff has achieved 15 years of unin- holders, alliance companies and terrupted growth through all types of economic cycles, and I believe we suppliers. Together, we are setting are in a strong position to continue growing the Company and adding the pace for human capital strategies in the 21st century. Sincerely, Paul J. Sarvadi President and Chief Executive Officer March 9, 2001 7 THE LINES BETWEEN OUR WORK LIVES AND OUR PERSONAL LIVES ARE BLURRED LIKE NEVER BEFORE. WHAT HAPPENS AT THE OFFICE CAN AFFECT OUR HOME LIFE, AND WHAT HAP- PENS AT HOME CAN IMPACT OUR WORK. ADMINISTAFF’S eBUSINESS INITIATIVES ARE DESIGNED TO HELP CLIENTS AND WORKSITE EMPLOYEES EFFECTIVELY INTEGRATE THEIR WORK LIFE WITH THEIR PERSONAL LIFE. “The ability of our employees to get answers to their human resource questions online gives them independence to search for information anytime they want. Personally, I like the flexibility of being able to check the status of my 401(k) on Saturday afternoon instead of taking time during normal business hours.” Christine Pepin – President, Performance Software Services, Inc. • “Administaff’s online services allow employees access to information WORKLIFE 24/7, giving them more flexibility in their busy schedules, and more balance between home and work. There are a number of options made available through the various portals, and our employees use them for activities such as arranging travel plans, changing investments and purchasing home computers.” Jean Rice – President and Chief Executive Officer, Action HealthCare Management • “Administaff Assis- tant and bizzport have quickly become the first place our employees look for employment information, investment information, and great discounts on world-class products and services. It is especially helpful to our employees who may work off-site for months at a time to have the same powerful capabilities as people in the office.” Craig Dalton – President and Chief Executive Officer, Kazan Software BALANCE A PEOPLE STRATEGY A COMPETITIVE ADVANTAGE 10 EXECUTIVES AT LARGE CORPORATIONS HAVE ALWAYS HAD A HUMAN RESOURCES DEPARTMENT TO SUPPORT THEIR PERSONNEL MANAGEMENT NEEDS, but not all companies can justify having a team of experts devoted exclusively to HR issues. While most companies are systematic and strategic in the financial and operations areas of their business, comparatively few invest in the effective management and development of their human capital – what Administaff refers to as a “people strategy.” For those that do, however, the results can be impressive. In study after study over the last several years, researchers have found a strong relationship between an effective people strategy and a competitive advantage. Consider these findings: unemployment rate and the forecast • A survey by Watson Wyatt Worldwide shows that “a significant improve- for our future workforce. According to ment in 30 key human resource (HR) practices is associated with a the Bureau of Labor Statistics, by 2008 30 percent increase in market value.” the number of jobs in the United States is expected to reach 160.8 million, CREATING ENVIRONMENTS THAT WILL HELP while the number of available workers ATTRACT THE BEST PEOPLE AND ENHANCE THEIR PRODUCTIVITY. will reach only 154.6 million – repre- senting a shortage of 6.2 million people. • A Fortune magazine study of the “100 Best Companies to Work For” In addition, an estimated 60 percent found a direct link between higher levels of employee satisfaction and of new jobs in the early 21st century increased shareholder returns. will require skills possessed by only • A Fortune/Hay Group study of 18 of the “World’s Most Admired Com- 20 percent of today’s workers, accord- panies” shows that companies that take their human resources respon- ing to a Hudson Institute study. sibilities more seriously than their competitors are better able to attract Executives at large corporations and keep good people. have always had a human resources • The American Society for Training and Development found – for the department to support their personnel third consecutive year – a relationship between a company’s investment management needs, but not all com- in training and its performance in the marketplace. panies can justify having a team of Against this backdrop, there is a strong need to create business experts devoted exclusively to HR environments that will help attract and retain the best people, and issues. In fact, more than half of the enhance their productivity. This is especially true in view of today’s low nation’s employees – 51 million people – work for small companies that generally do not have a profes- sional HR department. 11 Administaff addresses this vital need by serving as an outsourced Helping employees realize their full HR department for thousands of small and medium-sized businesses. potential is important in helping an Administaff delivers a comprehensive suite of HR services that reflects the organization reach its goals. crucial components of an effective people strategy in several key areas: • TRAINING AND DEVELOPMENT. More • RECRUITING AND SELECTION. The right employees can have a tremendous than ever, employees want to know impact on small and medium-sized businesses. Unfortunately, so can they can grow, develop and advance the wrong employees. Recruiting well means lower turnover, higher their careers. This means business productivity and increased shareholder value. Administaff has the expert- owners must match the training and ise and resources to help business owners locate, attract and retain top- knowledge employees want with the notch employees who can contribute greatly to a company’s success. core competencies the business • PERFORMANCE MANAGEMENT. A great way to improve business perform- needs. Administaff University and its ance is to improve employee performance, and research shows that per- online extension, eUniversity, meet that formance improvement hinges on open, candid communication between objective by providing customized supervisors and employees at all levels of the organization. Administaff training programs that help employees provides training and management tools and techniques that can improve become top performers in achieving communications and positively impact individual and group performance. company goals. Complementing a PERSONNEL MANAGEMENT SYSTEM ADMINISTAFF’S EIGHT-POINT PERSONNEL MANAGEMENT SYSTEM INCLUDES A COMPREHENSIVE RANGE OF HUMAN RESOURCE SERVICES THAT ENABLES BUSINESS OWNERS TO BE MORE SYSTEMATIC AND STRATEGIC ABOUT THE ROLE THAT PEOPLE PLAY RECRUITING & SELECTION PERFORMANCE MANAGEMENT TRAINING & DEVELOPMENT BENEFITS MANAGEMENT Find and hire the highest- quality employees possible. • Job Descriptions • Resume Review & Interviewing • Salary Planning & Administration • Classified Advertising • Background Checks • Pre-employment Testing • Profiling • Drug Testing • Outplacement Increase employee productivity by improving individual and group performance. • Performance Measurement & Review • Compensation & Incentive Plans • Employee Relations • Supervisor Training • Dispute Resolution • Job Design Help your company become more profitable with a professional development program for employees. • Needs Analysis to Identify Areas for Performance Improvement • Curriculum Development for Professional & Personal Growth • Customization & Delivery of Training Programs • Certified Provider of Continuing Education Units Gain the best benefits value in the marketplace for cost stability and employee retention. • Health Care, Dental & Vision Plans • Employee Assistance & Work-Life Programs • 401(k) Plan • Disability Plan • Basic & Voluntary Life Insurance • Basic & Voluntary Personal Accident Insurance • Adoption Assistance • Credit Union • Educational Assistance • Dependent Care Spending Account 12 wide range of instructor-led classes, eUniversity adds convenience and that provides jobs for workers and flexibility to the training program by making dozens of classes available services for customers. With Admin- via the Internet. istaff, clients no longer have to • BENEFITS MANAGEMENT. Attracting and retaining the best employees shoulder this responsibility alone. requires more than a competitive salary. It also requires a competitive Our three-point liability management benefits package. With Administaff, small and medium-sized companies system enables them to transfer many have access to Fortune 500-caliber benefits – an important requisite of their liabilities to our side of the for attracting and retaining Fortune 500-caliber employees. ledger, share others with us and WE PROVIDE VALUE-ADDED PEOPLE STRATEGIES TO HELP THE BEST BUSINESSES GET BETTER. better manage those that remain. • OWNER SUPPORT. By providing expert guidance and direction in personnel In addition to these basic services – which have a direct impact management issues, Administaff helps on our clients’ ability to recruit, train and keep quality employees – business owners and employees focus Administaff also provides other important services that indirectly affect on their core business. In addition, a company’s people strategy. They include: through Administaff’s alliance with • EMPLOYER LIABILITY MANAGEMENT. Managing workplace liabilities protects American Express Financial Advisors, both business owners and employees by safeguarding the very enterprise employees and business owners can IN THE SUCCESS OF A COMPANY. WITH ADMINISTAFF MANAGING THE “BUSINESS OF EMPLOYMENT,” GROWTH-MINDED BUSINESS OWNERS AND EMPLOYEES ARE FREE TO FOCUS ON THE “BUSINESS OF BUSINESS.” EMPLOYER LIABILITY MANAGEMENT OWNER SUPPORT GOVERNMENT COMPLIANCE EMPLOYMENT ADMINISTRATION Manage employer obligations more effectively with lower risk and reduced liability. Achieve a more secure future through forward-focused resources that help create value. • Workers’ Compensation Coverage & Claims Resolution • Employment Practices Liability Insurance • Safety Review & Policy Development • Unemployment Claims • Conflict Resolution • Employee Handbooks • Personnel Guide, Forms & Policies • Terminations Keep pace with changing government regulations to reduce or eliminate fines and penalties. • Government Reporting & Agency Interface • Unemployment Claims • Personnel Consulting • Employee Communications • Administaff Assistant eServices • Administaff’s bizzport SM eCommerce Portal Management Through our alliance with American Express Financial Advisors: • Financial Education & Planning Services • Executive Benefits • Business Continuation Planning • Key Person Coverage • Tax & Business Services • Employment Records Management • Claims & Audits • OSHA, EEOC, DOL, ADA, FMLA, ADEA, Title VII, COBRA, HIPAA & other Government Regulations Reduce the burden of employee- related paperwork by sharing it with Administaff. • Payroll & Payroll Tax Filing • FICA, FUTA, SUTA • Insurance Procurement • Garnishments • Quarterly Reports • Human Resources Management Reports • Direct Deposit • W-2s & W-4s • Employment Verification 13 THROUGH BIZZPORT, CLIENT COMPANIES AND EMPLOYEES CAN STREAMLINE THE PURCHASING PROCESS WITH AN ONLINE PROCUREMENT SYSTEM, SAVE ON BUSINESS AND CONSUMER PURCHASES THROUGH INTERNET GROUP BUYING, ACCESS PRODUCTS AND SERVICES FROM INDUSTRY-LEADING COMPANIES, AND RESEARCH BUSINESS RESOURCES WITHIN ADMINISTAFF’S NETWORK OF CLIENT COMPANIES. benefit from resources such as financial education and planning services, and business continuation planning. • GOVERNMENT COMPLIANCE. Since the 1980s, the number of employment- related laws has doubled. Administaff’s specialists help client companies meet their obligations under FLSA, ERISA, COBRA, HIPAA and numer- ous other state and federal regulations. Improved government compliance helps clients reduce or eliminate fines and penalties, and provides an improved working environment. • EMPLOYMENT ADMINISTRATION. Administaff provides welcome relief from administrative headaches by handling a wide array of employer-related paperwork. This helps free business owners and employees to spend more time focusing on work that contributes directly to their company’s bottom line. Administaff’s core services are complemented by an eBusiness strategy that includes Administaff Assistant,® an eService platform that provides clients and employees with information and resources to help maximize the benefit of their Administaff services; and bizzport,SM an eCommerce portal that features value-added products and services from best-of-class providers. By logging on to Administaff Assistant, employees can locate in-network medical providers, manage their 401(k) account, pursue train- ing opportunities, research credit union loan rates, update their personal employment-related information, and more. In addition, client companies can submit and verify payroll online, run reports, complete and submit forms, and review the Administaff Personnel Guide, all on a secure Web site. Through bizzport, client companies and employees can streamline the purchasing process with an online procurement system, save on business and consumer purchases through Internet group buying, access products and services from industry-leading companies, and research business resources within Administaff’s network of client companies. Whether it is offline or online, in the workplace or at home, Administaff is committed to serving both clients and employees with high-performance human resource practices that can help boost productivity, profitability and shareholder returns. In other words, we provide value-added people strategies to help the best businesses get better. 14 Co-Employers of Choice Administaff delivers its personnel management services by entering into a co-employment relationship with a client company’s existing employees, including the business owner. Under this arrangement, Administaff assumes or shares most of the responsibilities of being an employer, and the employees gain a wide array of value-added benefits and services not typically available at small businesses. “AS A BUSINESS OWNER, I MIGHT HAVE TO RESPOND TO CLIENT EMERGENCIES IN THE UNITED KINGDOM OR ASIA WITHIN HOURS. ADMINISTAFF’S eSERVICE CAPABILITIES ALLOW ME TO REVIEW ALL THE EMPLOYEE AND PAYROLL INFORMATION ONLINE, AND TO EFFECTIVELY ADDRESS HUMAN RESOURCE ISSUES AND SATISFY EMPLOYEE REQUESTS NO MATTER WHERE I AM.” Alison Chung – President and Founder, TeamWerks, Inc. “ADMINISTAFF’S SERVICES HAVE HELPED LEVEL THE PLAYING FIELD FOR US. THE EMPLOYEE BENEFITS PACKAGE IS DEFINITELY BETTER THAN WHAT WE COULD DO ON OUR OWN. WE’VE ALSO BEEN VERY PLEASED WITH ADMINISTAFF’S TRAINING RESOURCES. AND BECAUSE ADMINISTAFF HAN- DLES ALL OF OUR HUMAN RESOURCES FUNCTIONS, I CAN CONCENTRATE ON HELPING TO GROW OUR COMPANY.” Kent Bissett – Chief Financial Officer, TSI TelSys 16 “WITH ADMINISTAFF, WE RECEIVE ACCESS TO PROFESSIONAL SERVICES LIKE TRAINING AND PER- FORMANCE MANAGEMENT THAT WE WOULD NOT BE ABLE TO PROVIDE ON OUR OWN. I ALSO HAVE CONFIDENCE THAT PAYROLL, PAYROLL TAXES AND OTHER IMPORTANT ADMINISTRATIVE ACTIVITIES ARE HANDLED ACCURATELY.” Rex Jobe – President, The Color Place WORKPLACE SOLUTIONS “Using Administaff allows us to offer big company benefits and still have that small company feel – and that’s a major recruiting benefit. It also enables me to stay more involved in product development, instead of having to concen- trate a lot of my time on administrative tasks.” Bryan Ware – Chief Executive Officer, Digital Sandbox “With Administaff, I now have more time to mentor employees and concentrate on their well-being. This creates greater employee loyalty, and happy employees tend to do a better job and stick around.” Jim Conway – Co-Founder, Ameritek Painting 17 STEVEN ALESIO Mr. Alesio was named Senior Vice President of The Dun & Bradstreet Corporation in January 2001. He has responsibility for Global Marketing, Technology, Corporate Communications and Strategy Implementation, and is a member of that company’s Global Leadership Team. Before joining D&B, Mr. Alesio was with the American Express Company for 19 years until his resignation in November 2000. He was elected a director of the Company in July 1999. BOARDOFDIRECTORS JACK M. FIELDS, JR. Mr. Fields joined the Company as a director in January 1997 following his retirement from the United States House of Representatives, where he served for 16 years. During 1995 and 1996, he served as Chairman of the House Telecommunications and Finance Subcommittee, which has jurisdiction and oversight of the Federal Communications Commission and the Securities and Exchange Commission. Mr. Fields is Chief Executive Officer of 21st Century Group in Washington, D.C., and serves on the Board of Directors for AIM Mutual Funds. LINDA FAYNE LEVINSON Ms. Levinson has served as a principal of Global Retail Partners, L.P. since 1997. She previously served as President of Fayne Levinson & Associates and has been an executive with several major corporations. Ms. Levinson currently serves as a director for Jacobs Engineering Group Inc., NCR Corporation, Cybersource Corporation, GoTo.com, Inc. and Exactis.com, Inc. She joined Administaff’s Board in April 1996. MICHAEL W. BROWN Mr. Brown is the past Chairman of the NASDAQ Stock Market Board of Directors and is currently a governor of the National Association of Securities Dealers. Mr. Brown joined Microsoft Corporation in 1989 as its Treasurer and became its Chief Financial Officer in 1993. He served in that capacity until his retirement in July 1997. Mr. Brown is also a director of Fat Kat, Inc., a member of the Thomas Weisel Partners Advisory Board, the Financial Executives Institute and the University of Washington School of Business Advisory Board. He joined the Company as a director in November 1997. PAUL S. LATTANZIO Mr. Lattanzio is a Managing Director for Toronto Dominion Capital, the private equity arm for Toronto Dominion Bank. He previ- ously served with affiliates of NationsBanc Montgomery Securities and Bankers Trust New York Corporation. Mr. Lattanzio also serves on the Board of Directors of General Communication, Inc. and Medical Logistics, Inc., and on the Advisory Board of MVP America L.P. He has been a director of the Company since 1995. 18 PAUL J. SARVADI Mr. Sarvadi is President, Chief Executive Officer and a co-founder of Administaff. He has served on Administaff’s Board since the Company’s inception in March 1986. Mr. Sarvadi has served as President of the National Association of Professional Employer Organizations (NAPEO) and was a member of its Board of Directors for five years. In 1995, he was selected as Houston’s Entrepreneur of the Year for service industries. RICHARD G. RAWSON Mr. Rawson is Administaff’s Executive Vice President of Administration, Chief Financial Officer and Treasurer. He has been a director of the Company since April 1989. Mr. Rawson is the Immediate Past President of the National Association of Professional Employer Organizations (NAPEO) and serves on the Executive Committee of its Board of Directors. CORPORATEINFORMATION OFFICERS Paul J. Sarvadi President and Chief Executive Officer Richard G. Rawson Executive Vice President of Administration, Chief Financial Officer and Treasurer A. Steve Arizpe Executive Vice President of Client Services Jay E. Mincks Executive Vice President of Sales and Marketing Constance Hall Barnaba Vice President of Human Resource Services David C. Dickson Vice President of Technology Solutions and Chief Technology Officer Gwen Fey Vice President of Client Services Coordination Roger L. Gaskamp Vice President of Business Development Jeff W. Hutcheon Vice President of eService Operations Samuel G. Larson Vice President of Enterprise Project Management Randall H. McCollum Vice President of eCommerce Development Douglas S. Sharp Vice President of Finance and Controller John H. Spurgin, II Vice President of Legal, General Counsel and Secretary s a x e T , n o t s u o H , y h p a r g o t o h P n e w S l u a P : y h p a r g o t o h P n o t s u o H f o e n w o B : g n i t n i r P s a x e T , n o t s u o H , . c n I i , p u o r G n g s e D e g a v a S i : n g s e D CORPORATE HEADQUARTERS 19001 Crescent Springs Drive Kingwood, Texas 77339-3802 Telephone: 281-358-8986 SALES DEPARTMENT Telephone: 1-800-465-3800 STOCK TRANSFER AGENT AND REGISTRAR Computershare Investor Services, LLC Attention: Shareholder Services 2 North LaSalle Street Chicago, Illinois 60602 Telephone: 312-588-4281 Web site: www.computershare.com COMMON STOCK Administaff, Inc.’s common stock is traded on the New York Stock Exchange under the symbol ASF. INDEPENDENT AUDITORS Ernst & Young LLP 1221 McKinney, Suite 2400 Houston, Texas 77010 LEGAL COUNSEL Baker Botts L.L.P. One Shell Plaza 910 Louisiana Houston, Texas 77002-4995 ANNUAL MEETING Administaff, Inc.’s Annual Meeting of Shareholders will be held at 10 a.m. on Tuesday, May 8, 2001, at the Company’s corporate headquarters, Centre II, located at 29801 Loop 494, Kingwood, Texas 77339. INVESTOR RELATIONS Shareholders are encouraged to contact the Company with questions or requests for information. Copies of the Company’s Annual Report on Form 10-K as filed with the Securities and Exchange Commission are available without charge upon written request. Inquiries should be directed to: Investor Relations Administrator Administaff, Inc. 19001 Crescent Springs Drive Kingwood, Texas 77339-3802 Telephone: 281-348-3987 WEB SITE www.administaff.com 19001 CRESCENT SPRINGS DRIVE KINGWOOD, TEXAS 77339-3802 www.administaff.com