1 =============================================================================== SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended DECEMBER 31, 1999 ---------------------------- OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to _______ Commission file number 0-26058 --------------- A. Full title of the plan and the address of the plan, if different from that of the issuer named below: ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN 120 WEST HYDE PARK PLACE TAMPA, FL 33606 B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: KFORCE.COM, INC. 120 WEST HYDE PARK PLACE TAMPA, FL 33606 =============================================================================== 2 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN INDEX TO FINANCIAL STATEMENTS - ------------------------------------------------------------------------------- PAGE(S) Report of Independent Certified Public Accountants 2 Financial Statements Statements of Net Assets Available for Benefits 3 Statements of Changes in Net Assets Available for Benefits 4 Notes to Financial Statements 5-12 Supplemental Schedule * Schedule of Assets Held for Investment Purposes 13-19 * Other schedules required by 29 CFR 2520.103 of the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have not been presented because they were not applicable, and thus not required. 3 REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS To the Participants and Administrator of Romac International, Inc. 401(k) Retirement Savings Plan In our opinion, the accompanying statements of net assets available for benefits and the related statements of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of Romac International, Inc. 401(k) Retirement Savings Plan (the "Plan") at December 31, 1999 and 1998, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States. These financial statements are the responsibility of the Plan's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with auditing standards generally accepted in the United States, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for the opinion expressed above. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of Assets Held for Investment Purposes is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan's management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. /s/ PricewaterhouseCoopers LLP - ------------------------------ PricewaterhouseCoopers LLP Tampa, FL June 28, 2000 4 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1999 AND 1998 - -------------------------------------------------------------------------------- 1999 1998 Investments at fair value $84,624,201 $108,318,570 Receivables: Employer contributions 885,619 466,590 Employee contributions 193,778 156,346 Accrued interest/dividends 22,172 8,849 ----------- ------------ Total receivables 1,101,569 631,785 Cash and cash equivalents 72,803 721,030 ----------- ------------ Net assets available for benefits $85,798,573 $109,671,385 =========== ============ The accompanying notes are an integral part of these financial statements. -3- 5 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 - -------------------------------------------------------------------------------- 1999 1998 Additions to net assets attributed to: Investment income: Net appreciation (depreciation) in fair value of investments $ (15,086,280) $ 12,997,832 Interest and dividends 3,317,297 4,733,239 Loan interest 32,432 4,910 ------------- ------------- (11,736,551) 17,735,981 Contributions: Participant 13,519,660 8,153,845 Employer 1,158,090 1,779,595 ------------- ------------- Total contributions 14,677,750 9,933,440 Transfer due to Plan merger 1,360,361 5,090,369 ------------- ------------- Total additions 4,301,560 32,759,790 ------------- ------------- Deductions from net assets attributed to: Benefits paid to participants (28,168,372) (41,443,179) Administrative expenses (6,000) (19,046) ------------- ------------- Total deductions (28,174,372) (41,462,225) ------------- ------------- Net decrease (23,872,812) (8,702,435) Net assets available for benefits: Beginning of period 109,671,385 118,373,820 ------------- ------------- End of period $ 85,798,573 $ 109,671,385 ============= ============= The accompanying notes are an integral part of these financial statements. -4- 6 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 - ------------------------------------------------------------------------------- 1. MERGER OF ROMAC INTERNATIONAL, INC. AND SOURCE SERVICES CORPORATION Effective April 20, 1998, the sponsor of the Romac International, Inc. Employees' 401(k) Retirement Savings Plan (the "Romac Plan"), Romac International, Inc. (the "Company"), consummated a merger with Source Services Corporation ("Source"), with the Company being the surviving entity. Effective July 1, 1998, the Romac Plan was merged into the Source Services Corporation 401(k) and Profit Sharing Retirement Plan (the "Source Plan") which was amended and restated and renamed the Romac International, Inc. 401(k) Retirement Savings Plan (the "Plan"). Subsequent to June 30, 1998, there was no activity in the Romac Plan except for the asset transfer in the amount of $5,090,369 on October 8, 1998. Effective July 1, 1999, the UQ 401(k) Plan (the "UQ Plan") was merged into the Plan. Subsequent to this date, there was no activity in the UQ Plan except for the asset transfer in the amount of $1,360,361 on July 29, 1999. The Plan held 1,722,233 and 2,302,751 shares of Company common stock, representing approximately 4% and 5% of the Company's outstanding common stock at December 31, 1999 and 1998 respectively. 2. DESCRIPTION OF THE PLAN The following description of the Plan is provided for general information purposes. Participants should refer to the Plan agreement for a more complete description of the Plan provisions. Copies of the Plan document are available from the Company. GENERAL The Plan is a defined contribution plan covering substantially all fulltime employees, except those subject to a collective bargaining agreement. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). The Plan is administered by the Company. Merrill Lynch Trust Company ("Trustee") is the trustee and record keeper of the Plan. CONTRIBUTIONS Participants may contribute up to 15% of their compensation for the year, as defined. For the period from January 1, 1998 to June 30, 1998, the Company matched 100% of the first 3%, and 50% of the next 2% of eligible salary elected to be contributed by the participant. Beginning July 1, 1998, Company matching contributions are made at the discretion of the Board of Directors in amounts not to exceed the maximum permitted as a deductible expense by the Internal Revenue Code (the "Code"). Company contributions, if any, are funded annually to eligible participants remaining in the Plan at each year-end. The Company made matching contributions equal to 10% of participant contributions for the period to all participants still employed at December 31, 1998. -5- 7 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 - ------------------------------------------------------------------------------- The Company may at its discretion make profit sharing contributions to the Plan. Such contributions are allocated to individual participant accounts based on compensation, as defined. There were no profit sharing contributions to the Plan for the years ended December 31, 1999 and 1998. All contributions to the Plan are deposited with the Trustee. Contributions are then directed at the employee's discretion into the investment options described below. Investment elections may be changed by the employee at any time. o Merrill Lynch Retirement Preservation Trust - A collective trust maintained by Merrill Lynch that seeks to provide preservation of participant's investments, liquidity, and current income that is typically higher than money market funds. The fund invests primarily in a broadly-diversified portfolio of Guaranteed Investment Contracts and in obligations of U.S government and U.S. government agency securities. o MFS Total Return Fund - A fund which seeks above-average income growth consistent with the prudent employment of capital and may invest up to 20% of its total assets in high-yield securities, as well as 20% of its total assets in foreign and emerging market securities. o Alliance Growth and Income Fund - A fund which seeks income and capital appreciation by investing primarily in dividend-paying common stock of high quality companies. o Alliance Quasar Fund - A fund which seeks growth of capital by investing principally in equity securities issued by predominantly small companies within any industry which fund management believes has capital appreciation potential. o Templeton Foreign Fund - A fund which seeks long term capital growth by investing primarily in stocks and debt obligations of companies and governments outside the United States. o Merrill Lynch Special Value Fund - A fund which seeks long term growth of capital by emphasizing securities of relatively small-market capitalization companies, as well as emerging growth companies, that fund management believe have special investment value, regardless of size. o Merrill Lynch Corporate Bond Fund - A fund which seeks capital appreciation by investing primarily in investment grade corporate fixed-income securities with a maximum remaining maturity of 10 years. o PIMCO Total Return Fund - A fund which seeks to maximize total return, consistent with preservation of capital and prudent investment management. Under normal circumstances, -6- 8 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 - ------------------------------------------------------------------------------- the fund invests at least 65% of its assets in a diversified portfolio of fixed-income securities of varying maturities. o Merrill Lynch Equity Index Trust - A trust which seeks to replicate the total return of the Standard & Poor's 500 Composite Stock Price Index (S&P 500(R) Index). This index is a means to measure the performance of a broad base of large U.S. corporations. The trust invests primarily in a portfolio of equity securities (stocks) designed to substantially equal or "match" the performance of this index, before expenses. o Pioneer Growth Shares A Fund - A fund which seeks capital appreciation; current income is incidental. The fund invests primarily in equities. o Self-Directed Fund - An investment option permitting participants to invest in investments other than those listed above (including investments in common stocks, money market funds and mutual funds). o Romac International, Inc. Common Stock - An investment option permitting participants to invest in Company common stock. PARTICIPANT ACCOUNTS Each participant's account is credited with the participant's contributions, the Company's matching contribution, allocation of profit sharing contributions made by the Company and Plan earnings. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account. The participant's account balance is reduced for any participant withdrawals. ROLLOVERS All employees expected to meet the Plan eligibility requirements are eligible to make cash rollover contributions to the Plan from a previous employer's qualified retirement plan or a conduit IRA. VESTING Participants are immediately vested in their contributions and profit sharing contributions plus actual earnings thereon. Company contributions and earnings vest at 10%, 30%, and 60% after 2, 3, and 4 years of vesting service, respectively. Company contributions become 100% vested upon: o Normal retirement o Total disability o Death -7- 9 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 - ------------------------------------------------------------------------------- o Completion of five years of vesting service IN-SERVICE WITHDRAWALS Participants may request the following types of in-service withdrawals from the Plan during any given calendar month: o Age 59 1/2 o Financial hardship o Withdrawals from profit sharing account PLAN TERMINATION Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become 100% vested in their accounts and the trust shall continue until all Participants' accounts have been completely distributed to each Participant (or their designated beneficiary) in accordance with the Plan. LOANS Participants may borrow money from their vested account balance for any reason. The maximum amount available for loans is the lesser of $50,000 reduced by the participant's highest loan balance outstanding in the twelve months prior to the date of the loan or 50% of the participant's vested account balance. The minimum amount for a loan is $1,000. Loan repayments must have a definite repayment period not to exceed five years unless the loan is for the purchase of a principal residence, in which case the repayment period must not exceed 15 years. Participant loans, including interest thereon, are taxable to the participant upon default. The loans are secured by the balance in the participant's account and bear interest at 9.5% at December 31, 1999 and 1998. PAYMENT OF BENEFITS On termination of service, a participant may elect one of the following payment options: o Immediate single-sum payment o Deferred single-sum payment of the vested Profit Sharing account of quota or professional employees. The deferral period is defined as the period beginning with the date such participant terminates employment and ending on the third anniversary thereof or the date such participant dies, incurs a total disability, or attains fifty-five years of age, whichever is earlier. -8- 10 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 - ------------------------------------------------------------------------------- Additionally, participants of the Plan who were initially participants of the Romac Plan may elect to receive equal installments over a period not to exceed the participant's (or participant's beneficiary's) life expectancy determined at the time of distribution. At December 31, 1999 and 1998, there were no distribution payments that were processed and approved for payment by the Plan, but not yet paid to participants. FORFEITED ACCOUNTS Nonvested balances resulting from Company contributions will be forfeited upon the participant's termination and distribution of the participant's vested account balance. In addition, the nonvested portion of a terminated participant's account balance shall be forfeited on the last day of the Plan year in which the participant incurred his fifth consecutive one-year break in service and may not be restored upon re-entry into the Plan. Forfeited balances will be used to offset future Company matching contributions. For the year ended December 31, 1999 and 1998, Company matching contributions were reduced by $-0- and $202,000, respectively, from forfeited nonvested accounts. 3. SUMMARY OF ACCOUNTING POLICIES BASIS OF ACCOUNTING The Plan's financial statements are prepared in accordance with generally accepted accounting principles. USE OF ESTIMATES The preparation of the financial statements in conformity with generally accepted accounting principles requires the use of estimates and assumptions that affect the reported amounts of net assets available for Plan benefits and the related changes in the net assets available for Plan benefits. Actual results could differ from those estimates. VALUATION OF INVESTMENTS The Plan's investments are stated at fair value, based on quoted market prices. Shares of mutual funds are valued at the net asset value of shares held by the Plan at year-end. Loans are carried at cost which approximates market value. CONTRIBUTIONS Employee contributions are recorded when salary or bonus is earned. Beginning July 1, 1998, matching Company contributions are recorded when authorized (Note 2). Purchases and sales of securities are recorded on a trade-date basis. -9- 11 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 - ------------------------------------------------------------------------------- PAYMENT OF BENEFITS Benefits are recorded when paid. EXPENSES OF PLAN Certain expenses incurred in the administration of the Plan are paid by the Plan. The Company pays a portion of the expenses for services necessary for the administration of the Plan. 4. STATEMENT OF POSITION 99-3 The Company elected to early adopt the provisions of Statement of Position 99-3 "Accounting for and Reporting of Certain Defined Contribution Plan Investments and Other Disclosure Matters" ("SOP 99-3"). SOP 99-3 eliminates the requirement to separately disclose participant-directed investment programs as a separate fund in the financial statements in columnar form or in the related disclosures. 5. INVESTMENTS The following presents investments that represent 5% or more of the Plan's net assets. The following financial data has been certified by the Trustee, in accordance with 29 CFR 2520.103-8 of the Department of Labor's Rules and Regulations for Reporting and Disclosure under ERISA. DECEMBER 31, ---------------------------------- DESCRIPTION OF INVESTMENT 1999 1998 Merrill Lynch Special Value Fund $ 5,597,546 $ 4,673,334 Merrill Lynch Retirement Preservation Trust $ 10,164,968 $ 13,001,673 Alliance Growth and Income Fund $ 21,427,640 $ 21,532,270 Templeton Foreign Fund $ 7,835,254 $ 6,691,765 Romac International, Inc. Common Stock $ 23,813,553 $ 51,236,202 -10- 12 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 - ------------------------------------------------------------------------------- The Plan's investments, including gains and losses on investments purchased, sold and held during the year, appreciated (depreciated) in value as follows: YEAR ENDED DECEMBER 31, ------------------------------ 1999 1998 Mutual Funds $ 3,609,178 $ (755,304) Romac International, Inc. common stock $ (20,181,703) 13,534,182 Common stock investments $ 1,486,245 218,954 ------------- ----------- $ (15,086,280) $12,997,832 ============= =========== 6. NONPARTICIPANT-DIRECTED INVESTMENTS Information about the net assets and the significant components of the changes in net assets relating to the nonparticipant-directed investments is as follows: DECEMBER 31, --------------------------- 1999 1998 Net assets: Participant loans $ 593,704 $ 200,384 YEAR ENDED DECEMBER 31, --------------------------- 1999 1998 Changes in net assets: Benefits paid to participants $ (63,083) $ (5,421) Net transfers from participant-directed investments 456,403 199,667 ---------- --------- $ 393,320 $ 194,246 ========== ========= 7. RELATED PARTY TRANSACTIONS Plan investments include shares of a collective trust and mutual funds managed by the Trustee and, therefore, these transactions qualify as party-in-interest. Fees paid by the Plan for the investment management services amounted to $6,000 and $19,046 for the years ended December 31, 1999 and 1998, respectively. 8. TAX STATUS OF THE PLAN The Internal Revenue Services has determined and informed the Company by a letter dated June 8, 1999 that the Plan and related trust is designed in accordance with the Code. The Plan has been amended since receiving the determination letter. However, it is the position of the Company that the Plan has been operated in accordance with the Code and ERISA requirements and, therefore, will be considered exempt from federal income taxes. Accordingly, income taxes have not been provided for in the accompanying financial statements. -11- 13 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 - ------------------------------------------------------------------------------- 9. FINANCIAL DATA CERTIFIED BY THE TRUSTEE All data which is included in the accompanying financial statements and notes to financial statements and schedules relating to investment transactions and activity has been certified by the Trustee as being complete and accurate, except for adjustments made by the Company to conform the Trustee certified financial statements to an accrual basis of accounting. -12- 14 SCHEDULE 1 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1999 - --------------------------------------------------------------------------------------------------------------------------------- (c) Description of investment including maturity date, rate of (b) Identity of Issue, Borrower, Lessor or interest, collateral, (a) Similar Party maturity value (d) Current Value - --------------------------------------------------------------------------------------------------------------------------------- * Romac International, Inc Common Stock Common Stock $ 23,813,553 * Merrill Lynch Preservation Trust Collective Trust 10,164,968 * Merrill Lynch Equity Index Trust Collective Trust 2,277,626 Alliance Growth and Income Fund Mutual Fund 21,427,640 Alliance Quasar Fund Mutual Fund 1,526,057 * MFS Total Return Fund Mutual Fund 3,792,846 * Merrill Lynch Corporate Bond Fund Mutual Fund 1,025 * Merrill Lynch Special Value Fund Mutual Fund 5,597,546 PIMCO Total Return Fund Mutual Fund 1,838,801 Pioneer Growth Shares A Fund Mutual Fund 416,605 Templeton Foreign Fund Mutual Fund 7,835,254 Aim Blue Chip Fund Class A Self Directed Mutual Fund 18,137 Aim Value Fund Self Directed Mutual Fund 2,715 Alliance Technology Fund Self Directed Mutual Fund 9,361 Alliance Premier Growth Fund Self Directed Mutual Fund 143,908 AM Cap Emerging Growth Fund, Inc. Self Directed Mutual Fund 89,417 CMA Government SEC Self Directed Mutual Fund 43 Mfs Strategic Growth Fd Cl A Self Directed Mutual Fund 2,706 Mfs Utilities Fund Class A Self Directed Mutual Fund 7,123 ML Euro Fund Self Directed Mutual Fund 31,292 ML Int'l Index Fund Self Directed Mutual Fund 6,966 ML S&P 500 Index Self Directed Mutual Fund 84,320 Munder Netnet Fund Self Directed Mutual Fund 21,263 Oppenheimer Enterprises Fund Self Directed Mutual Fund 127,744 Oppenheimer Global Growth Self Directed Mutual Fund 70,294 Oppenheimer Mid Cap Self Directed Mutual Fund 7,987 Pimco Innovation Fd Cl A Self Directed Mutual Fund 107,352 3Com Corp Del PV Self Directed Equity Investments 16,403 Abercrombie & Fitch Co Self Directed Equity Investments 5,337 Ac Neilsen Corp Self Directed Equity Investments 18,468 Act Manufacturing Self Directed Equity Investments 4,500 Adaptive Broadband Corp Self Directed Equity Investments 9,964 Allstate Corp Self Directed Equity Investments 12,031 Alpine Group Inc Del Self Directed Equity Investments 360 Altera Corp Com Self Directed Equity Investments 2,725 Amazon Com Inc Self Directed Equity Investments 9,818 American Home Products Self Directed Equity Investments 2,001 American Express Company Self Directed Equity Investments 8,339 American Online Inc Del Self Directed Equity Investments 152,581 Ames Dept. Stores Com New Self Directed Equity Investments 489 Amgen Inc Com Self Directed Equity Investments 3,123 Amr Corp Self Directed Equity Investments 670 Amtran Inc. Stock Self Directed Equity Investments 310 -13- 15 SCHEDULE 1 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1999 - -------------------------------------------------------------------------------------------------------------------------------- (c) Description of investment including maturity date, rate of (b) Identity of Issue, Borrower, Lessor or interest, collateral, (a) Similar Party maturity value (d) Current Value - -------------------------------------------------------------------------------------------------------------------------------- Anthony & Sylvan Pools Self Directed Equity Investments $ 41 Applied Micro Circuits Self Directed Equity Investments 3,181 Aquis Communications Group Self Directed Equity Investments 1,855 At Home Cp Com Ser A Self Directed Equity Investments 16,892 AT&T Corp Self Directed Equity Investments 42,001 Atlantic Richfld Co Self Directed Equity Investments 21,625 Aura Systems Inc Self Directed Equity Investments 14,000 Axent Technologies Inc Self Directed Equity Investments 1,050 Bally Total Fitnes Self Directed Equity Investments 480 Bank of America Corp Self Directed Equity Investments 1,505 Bank Tokyo Mitsubishi Self Directed Equity Investments 13,937 BankOne Corp Self Directed Equity Investments 640 Barnes and Noble Inc Self Directed Equity Investments 1,433 BarnesandNobel.com Inc Self Directed Equity Investments 212 Bausch & Lomb Co Self Directed Equity Investments 6,891 Bea Systems Inc. Self Directed Equity Investments 17,483 BeBe Stores Inc Self Directed Equity Investments 540 Bell Atlantic Self Directed Equity Investments 30,781 Berkshire Hathaway Cl B Self Directed Equity Investments 21,960 Best Buy Co Inc Self Directed Equity Investments 29,295 Bethlehem Steel Self Directed Equity Investments 8,375 Biocontrol Technology Inc Self Directed Equity Investments 326 Bluegreen Corp Self Directed Equity Investments 290 BMC Software Inc Self Directed Equity Investments 15,987 Bon Ton Stores Self Directed Equity Investments 210 Borders Group Inc Self Directed Equity Investments 487 Bristol Myers Squibb Co Self Directed Equity Investments 6,418 Broadvision Inc Self Directed Equity Investments 19,046 Brocade Communications Systems Self Directed Equity Investments 3,186 Buffets Inc Self Directed Equity Investments 370 Capital Automotive Self Directed Equity Investments 3,290 Cato Corp Self Directed Equity Investments 580 Caterpillar Inc. Self Directed Equity Investments 25,365 CBS Corp Self Directed Equity Investments 29,794 CDNow Inc Self Directed Equity Investments 493 Checkfree Holdings Corp Self Directed Equity Investments 10,450 Chevron Corp Self Directed Equity Investments 8,662 Cintas Corp Self Directed Equity Investments 531 Circuit City Stores Inc. Self Directed Equity Investments 21,718 Cisco Systems Inc Self Directed Equity Investments 304,442 Citigroup Inc Self Directed Equity Investments 3,451 CMGI Inc Corp Self Directed Equity Investments 272,166 -14- 16 SCHEDULE 1 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1999 - --------------------------------------------------------------------------------------------------------------------------------- (c) Description of investment including maturity date, rate of (b) Identity of Issue, Borrower, Lessor or interest, collateral, (a) Similar Party maturity value (d) Current Value - --------------------------------------------------------------------------------------------------------------------------------- Coca Cola Companies Self Directed Equity Investments $ 7,083 Compaq Computer Corp Self Directed Equity Investments 35,206 Computer Science Corp Self Directed Equity Investments 4,636 Comtex New Network Self Directed Equity Investments 4,471 Corel Corp Canada Self Directed Equity Investments 453 Crossman Communitys Inc. Self Directed Equity Investments 294 Cyber Care Inc Self Directed Equity Investments 17,337 Dayton Hudson Corp Self Directed Equity Investments 587 Dell Computer Corp Self Directed Equity Investments 38,658 Delphi Automotive Sys Self Directed Equity Investments 1,086 DuPont Stock Self Directed Equity Investments 6,587 Earthgrains Co Self Directed Equity Investments 225 EFTC Corp Self Directed Equity Investments 175 Egghead.com Inc Self Directed Equity Investments 258 El Sitio Self Directed Equity Investments 3,675 Elan Corp Plc Self Directed Equity Investments 1,917 EMC Corporation Self Directed Equity Investments 159,613 Estn Amn N Gas Sprcprpst Self Directed Equity Investments 84,022 Extended Stay America Self Directed Equity Investments 378 Exxon/Mobil Common Stock Self Directed Equity Investments 8,056 Fannie Mae (USA) Self Directed Equity Investments 21,852 Fidelity Nat'l Finl Inc Self Directed Equity Investments 215 First American Fin'l Corp Self Directed Equity Investments 161 First Service Sub Self Directed Equity Investments 506 Fleetboston Financial Corp Self Directed Equity Investments 12,497 Ford Motor Company Self Directed Equity Investments 11,035 Franklin Mutual Shares Self Directed Equity Investments 5,003 Frontier Oil Corp Self Directed Equity Investments 560 Furniture Brands Int'l Self Directed Equity Investments 770 GP Strategies Corp Self Directed Equity Investments 183 General Electric Self Directed Equity Investments 154,750 General Mills Self Directed Equity Investments 7,150 Gillette Co Self Directed Equity Investments 10,986 Global Crossing Ltd Self Directed Equity Investments 3,750 Good Guys Inc Self Directed Equity Investments 689 Goody's Family Clothing Self Directed Equity Investments 241 Hall Kinion & Associates Self Directed Equity Investments 1,935 Harley Davidson Inc Self Directed Equity Investments 640 H T E Inc Self Directed Equity Investments 3,000 Hewlett Packard Co Self Directed Equity Investments 1,592 Home Depot Inc Self Directed Equity Investments 83,912 Household Int'l Inc Self Directed Equity Investments 7,450 -15- 17 SCHEDULE 1 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1999 - --------------------------------------------------------------------------------------------------------------------------------- (c) Description of investment including maturity date, rate of (b) Identity of Issue, Borrower, Lessor or interest, collateral, (a) Similar Party maturity value (d) Current Value - --------------------------------------------------------------------------------------------------------------------------------- Hunt JB Trans Srvc Inc Self Directed Equity Investments $ 290 Intel Corp Self Directed Equity Investments 58,894 Interim Services Inc Self Directed Equity Investments 24,750 Internet Cap Group Inc Self Directed Equity Investments 37,400 Int'l Business Machine Self Directed Equity Investments 36,739 Int'l Paper Self Directed Equity Investments 32,281 Intraware Inc Self Directed Equity Investments 799 JDS Uniphase Corp Self Directed Equity Investments 8,065 Jefferson Pilot Corp Self Directed Equity Investments 6,825 Johnson & Johnson Self Directed Equity Investments 19,199 JP Morgan & Co Inc. Self Directed Equity Investments 23,805 Kaufman & Broad Home Self Directed Equity Investments 1,596 Kmart Corp Self Directed Equity Investments 1,811 Knight/Trimark Group Self Directed Equity Investments 1,380 Kulick E & Soffa Industry Self Directed Equity Investments 851 Labor Ready Inc Self Directed Equity Investments 120,401 Ladd Furniture Self Directed Equity Investments 533 Landair Corp Self Directed Equity Investments 285 Landamerica Financial Group Self Directed Equity Investments 147 Leasing Solutions Self Directed Equity Investments 9 Legato Systems Inc Self Directed Equity Investments 688 Lehman Brothers Holdings Company Self Directed Equity Investments 762 Lennar Corp Self Directed Equity Investments 292 Lilly Eli Co Self Directed Equity Investments 7,980 Lions Gate Entertainment Corp Self Directed Equity Investments 9,500 Lockheed Martin Corp Self Directed Equity Investments 743 Lowes Company Inc Self Directed Equity Investments 1,195 Ls Cap Corp Self Directed Equity Investments 361 Lucent Technologies Inc Self Directed Equity Investments 121,618 Main St Ac Inc Self Directed Equity Investments 275 Massachusetts Investors Self Directed Equity Investments 14,812 Maxtor Corp Self Directed Equity Investments 217 McDonalds Corp Self Directed Equity Investments 13,731 MCI Worldcom Inc Self Directed Equity Investments 66,325 McKeeson HBOC Inc Self Directed Equity Investments 11,587 Mediaone Group Inc Self Directed Equity Investments 10,800 Mellon Financial Corp Self Directed Equity Investments 340 MercK & Co Inc. Self Directed Equity Investments 23,640 Metricom Inc. Self Directed Equity Investments 1,572 Metromedia Fib Network Self Directed Equity Investments 958 Micron Electronics Inc Self Directed Equity Investments 222 Microsoft Corp Self Directed Equity Investments 67,480 -16- 18 SCHEDULE 1 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1999 - --------------------------------------------------------------------------------------------------------------------------------- (c) Description of investment including maturity date, rate of (b) Identity of Issue, Borrower, Lessor or interest, collateral, (a) Similar Party maturity value (d) Current Value - --------------------------------------------------------------------------------------------------------------------------------- Mindspring Enterprises Self Directed Equity Investments $ 10,904 Minnesota Mng Mfg Self Directed Equity Investments 26,426 ML & Co Inc. Self Directed Equity Investments 17,665 Mohawk Industries Inc Self Directed Equity Investments 290 Momentum B Applications A Self Directed Equity Investments 78 Morgan Stanley American Value Self Directed Equity Investments 6,976 Mphase Techs Inc Self Directed Equity Investments 2,687 Musicland Stores Corp Com Self Directed Equity Investments 261 NA Visite Inc Self Directed Equity Investments 28,700 NABI Inc Self Directed Equity Investments 9,250 Nacco Industries Inc Self Directed Equity Investments 277 National R V Holdings Self Directed Equity Investments 385 NAXOS Resources Ltd Self Directed Equity Investments 844 Network Event Theatre Self Directed Equity Investments 11,256 New Era of Networks Inc Self Directed Equity Investments 4,429 Nextera Enterprises Self Directed Equity Investments 4,055 Nokia Corp Self Directed Equity Investments 22,163 Nortel Networks Ltd Self Directed Equity Investments 14,140 NVR Inc Self Directed Equity Investments 477 Office Depot Inc. Self Directed Equity Investments 11,000 Oppenheimer Capital Self Directed Equity Investments 6,284 Oppenheimer Main Street Self Directed Equity Investments 5,511 Oppenheimer Quest Balanced Self Directed Equity Investments 4,922 Oracle Corp Self Directed Equity Investments 61,744 Parker & Parsley Pete Self Directed Equity Investments 265 Peoplesoft Inc Self Directed Equity Investments 10,656 Perceptron Inc Self Directed Equity Investments 35,200 Perot Systems Corp Self Directed Equity Investments 358 Pfizer Inc Self Directed Equity Investments 77,051 Pillowtex Corp Self Directed Equity Investments 98 Polymedica Industries Inc. Self Directed Equity Investments 4,625 Powertel Inc Self Directed Equity Investments 20,075 Priceline. Com Inc Self Directed Equity Investments 568 Primex Technology Self Directed Equity Investments 415 Proctor & Gamble Self Directed Equity Investments 11,392 Promix Inc. Self Directed Equity Investments 2,750 Puma Technology Corp Self Directed Equity Investments 5,225 Qualcomm Inc Self Directed Equity Investments 28,178 Quest Communications Int'l Inc Self Directed Equity Investments 7,310 Radisys Corp Self Directed Equity Investments 3,060 Real Networks Inc Self Directed Equity Investments 1,924 Recoton Corp Self Directed Equity Investments 216 -17- 19 SCHEDULE 1 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1999 - --------------------------------------------------------------------------------------------------------------------------------- (c) Description of investment including maturity date, rate of (b) Identity of Issue, Borrower, Lessor or interest, collateral, (a) Similar Party maturity value (d) Current Value - --------------------------------------------------------------------------------------------------------------------------------- Red Hot Inc Self Directed Equity Investments $ 12,252 RF Micro Devices Inc. Self Directed Equity Investments 4,789 Rhythms Net Connections Self Directed Equity Investments 310 Rite Aid Corp Self Directed Equity Investments 534 S3 Inc Self Directed Equity Investments 520 Safeguard Scientifcs Self Directed Equity Investments 16,300 Safeway Inc Self Directed Equity Investments 2,145 Sbc Communications Inc Self Directed Equity Investments 1,462 Schering Plough Corp Self Directed Equity Investments 10,593 Schlumberger Ltd Self Directed Equity Investments 5,612 SCI Sys Inc Self Directed Equity Investments 16,437 Seagate Technology Self Directed Equity Investments 1,210 Sears Roebuck Self Directed Equity Investments 7,441 Service Corp Int'l Self Directed Equity Investments 6,937 Siebel Systems Inc Self Directed Equity Investments 45,360 Sizzler Int'l Inc Self Directed Equity Investments 6,250 Solectron Corp Del Self Directed Equity Investments 2,853 Sonic Automotive Inc Self Directed Equity Investments 487 Southwest Airlines Co Self Directed Equity Investments 16,125 Spyglass Inc Self Directed Equity Investments 22,752 Staples Inc Self Directed Equity Investments 5,187 Starnet Communications Int'l Self Directed Equity Investments 2,695 State Street Corp Self Directed Equity Investments 14,676 Sterling Commerce Inc Self Directed Equity Investments 3,910 Storage Technolgy Self Directed Equity Investments 3,687 Streamline.com Inc Self Directed Equity Investments 342 Sun Microsystems Inc Self Directed Equity Investments 213,413 Talk Vusual Corp Self Directed Equity Investments 600 Tarrant Apparel Group Inc Self Directed Equity Investments 105 Texas Industrial Inc Self Directed Equity Investments 12,768 The Street Comic Self Directed Equity Investments 172 Time Warner Inc. Self Directed Equity Investments 14,476 Tommy Hilfiger Corp Self Directed Equity Investments 935 Tootsie Roll Industries Self Directed Equity Investments 329 Transportation Tech Ind Self Directed Equity Investments 596 Unisys Corp Self Directed Equity Investments 415 United Parcel Services Self Directed Equity Investments 24,840 United Retail Group Self Directed Equity Investments 330 United Stationers Inc. Self Directed Equity Investments 514 Univision Communications Self Directed Equity Investments 29,123 Unumprovident Corp Self Directed Equity Investments 16,031 US Airways Group Self Directed Equity Investments 256 -18- 20 SCHEDULE 1 ROMAC INTERNATIONAL, INC. 401(k) RETIREMENT SAVINGS PLAN SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1999 - --------------------------------------------------------------------------------------------------------------------------------- (c) Description of investment including maturity date, rate of (b) Identity of Issue, Borrower, Lessor or interest, collateral, (a) Similar Party maturity value (d) Current Value - --------------------------------------------------------------------------------------------------------------------------------- US Interactive Inc Self Directed Equity Investments $ 6,235 US Treasury Strips Self Directed Equity Investments 8,438 Usinternetworking Inc Self Directed Equity Investments 15,162 VA Linux Systems Inc Self Directed Equity Investments 2,066 Value City Dept Strs Inc Self Directed Equity Investments 484 Veritas Software Self Directed Equity Investments 7,156 Vitesse Semicond Ctr Corp Self Directed Equity Investments 3,146 Vodafone Group Plc Self Directed Equity Investments 30,937 Xerox Corp Self Directed Equity Investments 499 Wal Mart Stores Inc Self Directed Equity Investments 70,970 Walt Disney Self Directed Equity Investments 52,194 Warner Lambert Company Self Directed Equity Investments 4,096 Waste Management Inc Self Directed Equity Investments 8,593 Westaff Inc Self Directed Equity Investments 544 Williams Communications Group Self Directed Equity Investments 289 Worldgate Communications Inc Self Directed Equity Investments 9,512 WW Grainger Inc Self Directed Equity Investments 9,849 Yahoo Inc Self Directed Equity Investments 33,315 CMA Money Fund Self Directed Money Market Fund 715,335 Participant Loans Interest at 9.5% 593,704 -------------- $ 84,624,201 -------------- * Represents a party-in-interest -19- 21 SIGNATURE The plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. Romac International, Inc. 401(k) Retirement Savings Plan -------------------------------------------------------- (Registrant) June 30, 2000 /s/ William L. Sanders - ------------- -------------------------------------------------------- (Date) William L. Sanders Plan Administrator and Chief Financial Officer 22 EXHIBIT INDEX Number Exhibit Page - ------ ------- ---- 23 Consent of Independent Certified Public Accountants 1