Florida (State or other jurisdiction of incorporation or organization)

65-0750100 (I.R.S. Employer Identification Number)

1001 Brickell Bay Drive, Suite 3000 Miami, Florida (Address of principal executive offices)

33131 (Zip Code)

PART I		FINANCIAL INFORMATION
Item 1.		Financial Statements
		Consolidated Balance Sheets as of June 28, 2002 and December 28, 2001		3
		Consolidated Statements of Operations for the Quarter and Six Months Ended June 28, 2002 and June 29, 2001		4
		Consolidated Statements of Cash Flows for the Six Months Ended June 28, 2002 and June 29, 2001		5
		Notes to Consolidated Financial Statements		6
Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations		9
Item 3.		Quantitative and Qualitative Disclosures About Market Risk		12
PART II		OTHER INFORMATION
Item 1.		Legal Proceedings		13
Item 4.		Submission of Matters to a Vote of Security Holders		13
Item 6.		Exhibits and Reports on Form 8-K		13
SIGNATURES				14
INDEX TO EXHIBITS				15

		June 28, 2002				December 28, 2001
		(unaudited)
ASSETS
Current assets:
Cash and cash equivalents		$	60,956			$	59,888
Accounts receivable and unbilled revenue, net of allowance of $6,514 and $6,810 in 2002 and 2001, respectively			32,970				39,164
Other receivables			783				851
Prepaid expenses and other current assets			17,308				15,628
Total current assets			112,017				115,531
Property and equipment, net			18,175				18,468
Goodwill, net			46,720				77,920
Total assets		$	176,912			$	211,919
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable		$	6,207			$	5,187
Accrued expenses and other liabilities			21,146				27,992
Media payable			706				1,039
Total current liabilities			28,059				34,218
Commitments and contingencies
Shareholders’ equity
Preferred stock, $.001 par value, 1,250,000 authorized, none issued and outstanding			—				—
Common stock, $.001 par value, authorized 125,000,000 shares; issued and outstanding: 46,970,052 shares at June 28, 2002; 45,880,118 shares at December 28, 2001			47				46
Additional paid-in capital			261,927				257,115
Accumulated deficit			(113,121	)			(79,460	)
Total shareholders’ equity			148,853				177,701
Total liabilities and shareholders’ equity		$	176,912			$	211,919

		Quarter Ended								Six Months Ended
		June 28, 2002				June 29, 2001				June 28, 2002				June 29, 2001
Revenues:
Revenues before reimbursements (Net revenues)		$	42,678			$	65,276			$	89,091			$	137,291
Reimbursements			5,341				8,092				11,745				17,756
Total revenues			48,019				73,368				100,836				155,047
Costs and expenses:
Project personnel and expenses:
Project personnel and expenses before reimbursable expenses			30,123				40,668				62,471				86,049
Reimbursable expenses			5,341				8,092				11,745				17,756
Total project personnel and expenses			35,464				48,760				74,216				103,805
Selling, general and administrative expenses			15,255				23,600				30,983				48,001
Stock compensation expense			—				1,613				—				4,644
Total costs and operating expenses			50,719				73,973				105,199				156,450
Loss from operations			(2,700	)			(605	)			(4,363	)			(1,403	)
Other income (expense):
Interest income			184				259				354				735
Interest expense			(47	)			(42	)			(93	)			(84	)
Loss before income taxes			(2,563	)			(388	)			(4,102	)			(752	)
Income taxes			(1,025	)			(453	)			(1,641	)			(617	)
Income (loss) before cumulative effect of change in accounting principle			(1,538	)			65				(2,461	)			(135	)
Cumulative effect of change in accounting principle			—				—				(31,200	)			—
Net income (loss)		$	(1,538	)		$	65			$	(33,661	)		$	(135	)
Basic net income (loss) per common share:
Income (loss) before cumulative effect of change in accounting principle		$	(0.03	)		$	—			$	(0.05	)		$	—
Cumulative effect of change in accounting principle		$	—			$	—			$	(0.68	)		$	—
Net income (loss) per common share		$	(0.03	)		$	—			$	(0.73	)		$	—
Weighted average common shares outstanding			46,547				44,030				46,207				43,106
Diluted net income (loss) per common share:
Income (loss) before cumulative effect of change in accounting principle		$	(0.03	)		$	—			$	(0.05	)		$	—
Cumulative effect of change in accounting principle		$	—			$	—			$	(0.68	)		$	—
Net income (loss) per common share		$	(0.03	)		$	—			$	(0.73	)		$	—
Weighted average common and common equivalent shares outstanding			46,547				46,214				46,207				43,106

		Six Months Ended
		June 28, 2002				June 29, 2001
Cash flows from operating activities:
Net loss		$	(33,661	)		$	(135	)
Adjustments to reconcile net loss to net cash used in operating activities:
Cumulative effect of change in accounting principle			31,200				—
Non-cash compensation expense			—				4,644
Depreciation and amortization			2,618				6,035
Provision for doubtful accounts			58				2,732
Deferred income taxes			1,579				(83	)
Changes in assets and liabilities, net of effects from acquisitions:
Decrease in accounts receivable and unbilled revenue			6,136				4,694
Decrease in other receivables			68				2,585
Increase in prepaid expenses and other assets			(2,074	)			(1,440	)
Increase (decrease) in accounts payable			1,020				(4,054	)
Decrease in accrued expenses and other liabilities			(7,529	)			(12,616	)
Decrease in media pa