1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ---------------- FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One): [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED, EFFECTIVE OCTOBER 7, 1996]. For the fiscal year ended December 31, 1999 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]. 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 B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: ROMAC INTERNATIONAL, 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 5-10 Supplemental Schedules * Line 27a - Schedule of Assets Held for Investment Purposes December 31, 1998 11-13 Line 27d - Schedule of Reportable Transactions for the Year Ended December 31, 1998 14 Signature 15 * 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 the 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 the Romac International, Inc. 401(k) Retirement Savings Plan (the "Plan") at December 31, 1998 and 1997, and the changes in net assets available for benefits for the year ended December 31, 1998 and for the period from inception (October 1, 1997) through December 31, 1997, in conformity with generally accepted accounting principles. 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 generally accepted auditing standards 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 schedules of Assets Held for Investment Purposes and Reportable Transactions are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are 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. These supplemental schedules are the responsibility of the Plan's management. The supplemental schedules have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. PricewaterhouseCoopers LLP November 18, 1999 - 2 - 4 ROMAC INTERNATIONAL, INC. 401(K) RETIREMENT SAVINGS PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS - -------------------------------------------------------------------------------- DECEMBER 31, 1998 1997 Investments at fair value: Money market funds $ 488,898 $ -- Collective trust 13,001,673 6,228,389 Mutual funds 41,790,501 36,710,422 Romac International, Inc. common stock 51,236,202 75,171,960 Common stock investments 1,600,912 -- Participant loans 200,384 6,138 ------------ ------------ Total investments at fair value 108,318,570 118,116,909 ------------ ------------ Receivables: Employer contributions 466,590 136,025 Employee contributions 156,346 119,456 Accrued interest/dividends 8,849 1,430 ------------ ------------ Total receivables 631,785 256,911 Cash and cash equivalents 721,030 -- ------------ ------------ Net assets available for benefits $109,671,385 $118,373,820 ============ ============ 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 PERIOD FROM INCEPTION FOR THE (OCTOBER 1, 1997) YEAR ENDED THROUGH DECEMBER 31, DECEMBER 31, 1998 1997 Additions to net assets attributed to: Investment income: Net appreciation (depreciation) in fair value of investments $ 12,997,832 $ (1,357,335) Interest and dividends 4,733,239 3,941,509 Loan interest 4,910 178 ------------- ------------- 17,735,981 2,584,352 Contributions: Participant 8,153,845 767,696 Employer 1,779,595 1,024,095 ------------- ------------- Total contributions 9,933,440 1,791,791 Transfer due to Plan merger 5,090,369 113,997,677 ------------- ------------- Total additions 32,759,790 118,373,820 ------------- ------------- Deductions from net assets attributed to: Benefits paid to participants (41,443,179) -- Administrative expenses (19,046) -- ------------- ------------- Total deductions (41,462,225) -- ------------- ------------- Net (decrease) increase (8,702,435) 118,373,820 Net assets available for benefits: Beginning of period 118,373,820 -- ------------- ------------- End of period $ 109,671,385 $ 118,373,820 ============= ============= 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 - -------------------------------------------------------------------------------- 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. At December 31, 1998, the Plan held 2,302,751 shares of Company common stock, representing approximately 5% of the Company's outstanding common stock. 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 was established effective October 1, 1997 when the Source Services Corporation Employees' Profit Sharing Plan and the Source Services Corporation 401(k) Profit Sharing Plan merged and transferred all investments to the Plan. The Plan is a defined contribution plan covering substantially all fulltime employees on a U.S. payroll, 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 inception (October 1, 1997) through December 31, 1997, the Company matched 100% of the first 2%, 75% of the next 2%, and 50% of the next 2% of eligible salary elected to be contributed by the participant. 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. 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, 1998 and 1997. - 5 - 7 ROMAC INTERNATIONAL, INC. 401(K) RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- 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. - 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. - 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. - 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. - 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. - 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 Unites States. - 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. - 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. - 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). - 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. - 6 - 8 ROMAC INTERNATIONAL, INC. 401(K) RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- 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: - Normal retirement - Total disability - Death - 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: - Age 59 1/2 - Financial hardship - 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, 1998 and 1997. - 7 - 9 ROMAC INTERNATIONAL, INC. 401(K) RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- Payment of benefits On termination of service, a participant may elect one of the following payment options: - Immediate single-sum payment - 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. 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, 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, 1998, Company matching contributions were reduced by $302,300 from forfeited nonvested accounts. 3. SUMMARY OF ACCOUNTING POLICIES Basis of accounting The Plan's financial statements are prepared on the accrual basis of accounting. 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. - 8 - 10 ROMAC INTERNATIONAL, INC. 401(K) RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- 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. 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 1998 1997 Merrill Lynch Retirement Preservation Trust $ 13,001,673 $ 6,228,389 Alliance Growth and Income Fund 21,532,270 17,558,447 Templeton Foreign Fund 6,691,765 8,564,816 Romac International, Inc. Common Stock 51,236,202 75,171,960 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 PERIOD ENDED DECEMBER 31, DECEMBER 31, 1998 1997 Mutual Funds $ (755,304) $ (5,268,015) Romac International, Inc. common stock 13,534,182 3,910,680 Common stock investments 218,954 - ------------- -------------- $ 12,997,832 $ (1,357,335) ============= ============== - 9 - 11 ROMAC INTERNATIONAL, INC. 401(K) RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- 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, 1998 1997 Net Assets: Participant loans $ 200,384 $ 6,138 YEAR ENDED DECEMBER 31, 1998 Changes in Net Assets: Benefits paid to participants $ (5,421) Net transfers from participant-directed investments 199,667 $ 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 $19,046 for the year ended December 31, 1998. 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. 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. - 10 - 12 ROMAC INTERNATIONAL, INC. 401(K) RETIREMENT SAVINGS PLAN LINE 27A - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES - -------------------------------------------------------------------------------- DECEMBER 31, 1998 SCHEDULE I - -------------------------------------------------------------------------------- (c) Description of investment including maturity date, rate of (b) Identity of Issue, Borrower, Lessor interest, collateral, par, or (a) or Similar Party maturity value (d) Cost (e) Current Value - -------------------------------------------------------------------------------------------------------------------------------- (*) Romac International, Inc Common Stock Common Stock $ 21,487,633 $ 51,236,202 (*) Merrill Lynch Preservation Trust Collective Trust 13,001,673 13,001,673 MFS Total Return Fund Mutual Fund 5,318,999 5,023,958 Alliance Growth and Income Fund Mutual Fund 20,279,203 21,532,270 Alliance Quasar Fund Mutual Fund 1,919,228 1,754,569 Templeton Foreign Fund Mutual Fund 7,554,073 6,691,765 (*) Merrill Lynch Special Value Fund Mutual Fund 5,215,073 4,673,335 (*) Merrill Lynch Corporate Bond Fund Mutual Fund 2,030,778 2,040,257 Alliance Technology Fund Self Directed Mutual Fund 1,111 1,331 (*) Merrill Lynch S&P 500 Index Fund Self Directed Mutual Fund 59,357 63,563 Pioneer Growth Shares Inc Self Directed Mutual Fund 7,403 7,873 Seligman High Income FD Self Directed Mutual Fund 1,565 1,580 3Com Corp Del PV Self Directed Equity Investments 4,322 4,481 Airtouch Communications Self Directed Equity Investments 13,462 18,109 Amazon Com Inc Self Directed Equity Investments 12,799 16,061 America Online Inc Self Directed Equity Investments 68,691 127,821 Apollo Group Inc Self Directed Equity Investments 929 1,355 Applied Material Inc Self Directed Equity Investments 620 597 Atlantic Richfld Co Self Directed Equity Investments 17,321 16,343 Ascend Communications Self Directed Equity Investments 12,064 13,741 Aura Systems Inc Self Directed Equity Investments 22,999 11,500 Axent Technologies Inc Self Directed Equity Investments 636 764 Bankboston Corp Self Directed Equity Investments 196,124 20,831 Barnes and Noble Inc Self Directed Equity Investments 985 1,275 Best Buy Co Inc Self Directed Equity Investments 1,481 1,841 Biocontrol Technology Inc Self Directed Equity Investments 1,050 396 Boeing Company Self Directed Equity Investments 3,935 3,262 Carnival Corporation Pan Self Directed Equity Investments 3,753 4,800 CBS Corp Self Directed Equity Investments 3,336 3,773 Cendant Corp Self Directed Equity Investments 1,966 1,931 Chevron Corp Self Directed Equity Investments 15,988 16,586 Cisco Systems Inc Self Directed Equity Investments 212,429 300,246 Citigroup Inc Self Directed Equity Investments 1,616 1,739 CMAC Investment Corp Self Directed Equity Investments 442 459 CMGI Inc Corp Self Directed Equity Investments 76,543 68,479 Compaq Computer Corp Self Directed Equity Investments 33,931 42,021 Computer Science Corp Self Directed Equity Investments 1,276 1,285 CVS Corp Delaware Self Directed Equity Investments 4,735 5,500 - 11 - 13 ROMAC INTERNATIONAL, INC. 401(K) RETIREMENT SAVINGS PLAN LINE 27A - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES - -------------------------------------------------------------------------------- DECEMBER 31, 1998 SCHEDULE I - -------------------------------------------------------------------------------- (c) Description of investment including maturity date, rate of (b) Identity of Issue, Borrower, Lessor interest, collateral, par, or (a) or Similar Party maturity value (d) Cost (e) Current Value - -------------------------------------------------------------------------------------------------------------------------------- Dell Computer Corp Self Directed Equity Investments $ 91,150 $ 107,510 Diamond Offshore Drilling Self Directed Equity Investments 582 592 Ebay Inc Self Directed Equity Investments 887 1,206 EMC Corp Mass Self Directed Equity Investments 22,008 34,000 Exxon Corp Self Directed Equity Investments 6,303 7,312 Fannie May Self Directed Equity Investments 14,220 14,800 Fifth Third Self Directed Equity Investments 5,560 7,131 General Motors Self Directed Equity Investments 7,260 7,156 General Electric Self Directed Equity Investments 44,617 49,164 Gilette Co Self Directed Equity Investments 4,408 4,915 GTE Corp Self Directed Equity Investments 640 650 Halliburton Company Self Directed Equity Investments 4,192 3,406 Hasbro Inc Self Directed Equity Investments 322 361 Herman Miller Inc Self Directed Equity Investments 15,385 13,437 Home Depot Inc Self Directed Equity Investments 35,478 47,435 Household Intl Inc Self Directed Equity Investments 7,395 7,925 Intel Corp Self Directed Equity Investments 90,088 97,220 Inter Tel Inc Self Directed Equity Investments 427 467 Jefferson Pilot Corp Self Directed Equity Investments 5,710 7,500 Johnson & Johnson Self Directed Equity Investments 7,946 7,884 Kaufman & Broad Home Crp Self Directed Equity Investments 1,792 1,897 Level 3 CMNCATNS DEL Self Directed Equity Investments 1,126 1,379 Lowes Companies Inc Self Directed Equity Investments 870 1,022 LS Cap Corp Self Directed Equity Investments 1,049 529 Lucent Technologies Self Directed Equity Investments 101,463 126,316 Main Street AC Inc Self Directed Equity Investments 1,876 411 Micron Electronics Inc Self Directed Equity Investments 363 346 Microsoft Corp Self Directed Equity Investments 21,982 29,816 Midcap SPDR TR Self Directed Equity Investments 44,913 49,979 MCI Worldcom Inc Self Directed Equity Investments 23,808 28,700 Naxos Resources Ltd Self Directed Equity Investments 48,522 4,896 New Era of Networks Self Directed Equity Investments 1,184 1,760 Onsale Inc Self Directed Equity Investments 627 640 Oracle Corp Self Directed Equity Investments 579 646 Peoplesoft Inc Self Directed Equity Investments 10,300 9,468 Perceptron Inc Self Directed Equity Investments 58,405 58,300 Pfizer Inc Del Self Directed Equity Investments 14,278 15,625 Philip Morris Self Directed Equity Investments 5,970 7,222 Procter Gamble Self Directed Equity Investments 39,113 45,795 Robert Half Self Directed Equity Investments 7,695 7,695 - 12 - 14 ROMAC INTERNATIONAL, INC. 401(K) RETIREMENT SAVINGS PLAN LINE 27A - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES - -------------------------------------------------------------------------------- DECEMBER 31, 1998 SCHEDULE I - -------------------------------------------------------------------------------- (c) Description of investment including maturity date, rate of (b) Identity of Issue, Borrower, Lessor interest, collateral, par, or (a) or Similar Party maturity value (d) Cost (e) Current Value - -------------------------------------------------------------------------------------------------------------------------------- Safeguard Scientifcs Self Directed Equity Investments $ 2,510 $ 2,743 Sante Fe Intl Corp Self Directed Equity Investments 598 725 Schlumberger Ltd Self Directed Equity Investments 6,185 4,637 SCI Sys Inc Self Directed Equity Investments 8,682 11,550 Staples Inc Self Directed Equity Investments 7,663 9,174 State Street Corp Self Directed Equity Investments 19,286 21,037 Sterling Commerce Inc Self Directed Equity Investments 515 675 Tektronix Inc Self Directed Equity Investments 542 601 Tidewater Inc Self Directed Equity Investments 574 579 Travelers PPTY Casualty Self Directed Equity Investments 286 310 USG Corp Com Self Directed Equity Investments 485 509 Vantive Corp Self Directed Equity Investments 7,975 8,000 Wal Mart Stores Inc Self Directed Equity Investments 9,706 10,261 Walt Disney Self Directed Equity Investments 27,474 30,026 Waste Management Inc Self Directed Equity Investments 431 466 XOOM Com Inc Self Directed Equity Investments 671 726 Yahoo Inc Self Directed Equity Investments 959 1,184 CMA Money Fund Self Directed Money Market Fund 488,898 488,898 (*) Participant Loans Interest at 9.5% 200,384 200,384 ------------- --------------- $ 78,947,336 $ 108,318,570 ============= =============== (*) Represents a party-in-interest - 13 - 15 ROMAC INTERNATIONAL, INC. 401(K) RETIREMENT SAVINGS PLAN LINE 27D - SCHEDULE OF REPORTABLE TRANSACTIONS** - -------------------------------------------------------------------------------- FOR THE YEAR ENDED DECEMBER 31, 1998 SCHEDULE II - -------------------------------------------------------------------------------- (f) Expense Party in (b) Description (c) Purchase (d) Selling (e) Lease Incurred in Interest (a) Identity of Party Involved of Assets Price Price Rental Transaction (g) Cost of Asset (*) Romac International, Inc. Common Equity $21,071,150 $ - $ - $ - $ 21,071,150 Stock - 45,062,628 - - 11,366,398 (*) Merrill Lynch Presevation Trust Collective Trust 26,321,919 - - - 26,321,919 - 19,619,488 - - 19,616,488 Templeton Foreign Fund Mutual Fund 5,210,734 - - - 5,210,734 - 6,181,586 - - 7,350,440 MFS Total Return Fund Mutual Fund 3,810,127 - - - 3,810,127 - 4,018,146 - - 4,128,100 Alliance Growth and Income Fund Mutual Fund 15,600,294 - - - 15,600,294 - 13,423,360 - - 14,365,082 (h) Current Value of Asset Party in on Transaction Interest (a) Identity of Party Involved Date (i) Net Gain/Loss (*) Romac International, Inc. Common $ 21,071,150 $ - Stock 45,062,628 33,696,230 (*) Merrill Lynch Presevation Trust 26,321,919 - 19,616,488 - Templeton Foreign Fund 5,210,734 - 6,181,586 (1,168,854) MFS Total Return Fund 3,810,127 - 4,018,146 (109,954) Alliance Growth and Income Fund 15,600,294 - 13,423,360 (941,722) (*) Represents a party-in-interest (**) Transaction or series of transactions in excess of five percent of the current value of the Plan's net assets as of December 31, 1997 as defined Labor's Rules and Regulations for Reporting and Disclosure under ERISA. - 14 - 16 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 (Name of Plan) December 15, 1999 /s/ William L. Sanders - ----------------- -------------------------------------------------------- (Date) William L. Sanders, Vice President and Chief Financial Officer Romac International, Inc., Administrator of the Plan. - 15 - 17 EXHIBIT INDEX Number Exhibit Page - ------ ------- ---- 23 Consent of Independent Certified Public Accountants 17 - 16 -