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90 NASSAU STREET   |   PRiNcETON, NJ 08542   |   T: ( 8 8 8 ) 7 9 8 - 3 1 3 1   |   w w w. H E A R T L A N D P A Y M E N T S Y S T E M S . c O M   HEARTL AND PAYMENT SYSTEMS   2 0 0 7   A N N U A L   R E P O R T
CORpORATE INFORmATION
10 YEARS OF SOLID REVENUE GROWTH IN MILLIONS
                                                                                                                                                                                                2006    $1,097
                                                                                                                                                                                                                                         2007
                                                                                                                                                                                                                                                         $1,314                                                                                           Company Officers
                                                                                                                                                                                                                                                                                                                                                          Robert O. carr
                                                                                                                                                                                                                                                                                                                                                                                                Office Locations
                                                                                                                                                                                                                                                                                                                                                                                                The following are the major Heart-
                                                                                                                                                                                                                                                                                                                                                                                                                                      Regulatory Certifications
                                                                                                                                                                                                                                                                                                                                                                                                                                      Heartland Payment Systems, Inc. filed
                                                                                                                                                2005    $835                                                                                                                                                                                                                                                                          Section 302 CEO and CFO certifications
                                                                                                                                                                                                                                                                                                                                                          Chairman & Chief Executive Officer    land operational and administrative
                                                                                                      2004 $603                                                                                                                                                                                                                                                                                 offices throughout the country.       with the U.S. Securities and Exchange
                                                                    2003 $422                                                                                                                                                                                                                                                                             Robert H. B. Baldwin, Jr.                                                   Commission as exhibits to its Annual
                                                                                                                                                                                                                                                                                                                                                          President & Chief Financial Officer   corporate Headquarters,               Report on the Form 10-K for the year
                                                      2002 $341
                                               2001 $283
                                                                                                                                                                                                            “Net income was $35.9 million, or                                                                                                                                                   Finance, Sales & Marketing            ended December 31, 2007.
                                                                                                                                                                                                                                                                                                                                                          Sanford c. Brown                      90 Nassau Street
                                 2000   $203                                                                                                                                                                 $0.90 per diluted share, a 26% and                                                                                                           Chief Sales Officer                   Princeton, NJ 08542
                   1999   $112                                                                                                                                                                                                                                                                                                                                                                  T: (888) 798-3131                     Independent Registered
 1998            $48
                                                                                                                                                                                                             27% increase, respectively, from 2006.”                                                                                                      charles Kallenbach                                                          Public Accounting Firm
                                                                                                                                                                                                                                                                                                                                                          General Counsel                       Payroll & Human Resources
                                                                                                                                                                                                                                                                                                                                                          & Chief Legal Officer                 25115 Country Club Boulevard          Deloitte & Touche, LLP
                                                                                                                                                                                                                                                                                                                                                                                                North Olmsted, OH 44070               750 College Road East, 3rd Floor
                                                                                                                                                                                                                                                                                                                                                          Martin A. Moretti                     T: (877) 729-2968                     Princeton, NJ 08540
                                                                                                                                                                                                                                                                                                                                                          Chief Service Officer
                                                                                                                                                                                                                                                                                                                                                                                                information Technology
                                                                                                                                                                                                                                                                                                                                                          Thomas M. Sheridan                    2595 Dallas Parkway, Suite 310        Annual Shareholders
                                                                                                                                                                                                                                                                                                                                                          Chief Portfolio Officer               Frisco, TX 75034                      Meeting
                                                                                                                                                                                                                                                                                                                                                                                                T: (877) 798-9656
                                                                                                                                                                                                                                                                                                                                                                                                                                      Heartland Payment Systems
                                                                                                                                                                                                                                                                                                                                                          Alan J. Sims
                                                                                                                                                                                                                                                                                                                                                                                                                                      Annual Shareholders Meeting
                                                                                                                                                                                                                                                                                                                                                          Chief Technology Officer              Heartland Service center
                                                                                                                                                                                                                                                                                                                                                                                                                                      will be held on
                                                                                                                                                                                                                                                                                                                                                                                                1 Heartland Way
                                                                                                                                                                                                                                                                                                                                                                                                                                      Friday, May 2, 2008
                                                                                                                                                                                                                                                                                                                                                          Joseph E. white                       Jeffersonville, IN 47103
                                                                                                                                                                                                                                                                                                                                                                                                                                      at 11:00 AM (ET) at:
                                                                                                                                                                                                                                                                                                                                                          Chief Accounting Officer              T: (888) 963-3600
                                                                                                                                                                                                                                                                                                                                                                                                                                      Nassau Inn
                                                                                                                                                                                                                                                                                                                                                                                                                                      Ten Palmer Square
                                                                                                                                                                                                                                                                                                                                                          Board of Directors                                                          Princeton, NJ 08542
                                                                                                                                                                                                                                                                                                                                                                                                                                      T: (609) 921-7500
                                                                                                                                                                                                                                                                                                                                                          Scott L. Bok
                                                                                                                                                                                                                                                                                                                                                                                                                                      F: (609) 921-9385
                                                                                                                                                                                                                                                                                                                                                          Co-Chief Executive Officer
                                                                                                                                                                                                                                                                                                                                                          Greenhill & Co., Inc.
                                 under construction

                                                                                                                                                                                                                                                                                                                                                          Robert O. carr                                                              Transfer Agent
                                                                                                                                                                                                                                                                                                                                                          Chairman & Chief Executive Officer                                          & Registrar
                                                                                                                                                                                                                                                                                                                                                          Heartland Payment Systems
                                                                                                                                                                                                                                                                                                                                                                                                                                      Registrar and
                                                                                                                                                                                                                                                                                                                                                                                                                                      Transfer company
                                                                                                                                                                                                                                                                                                                                                          Mitchell L. Hollin
                                                                                                                                                                                                                                                                                                                                                                                                                                      10 Commerce Drive
                                                                                                                                                                                                                                                                                                                                                          Partner
                                                                                                                                                                                                                                                                                                                                                                                                                                      Cranford, NJ 07016
                                                                                                                                                                                                                                                                                                                                                          LLR Partners
                                                                                                                                                                                                                                                                                                                                                                                                                                      T: (800) 866-1340
                                                                                                                                                                                                                                                                                                                                                                                                                                      F: (908) 497-2310
                                                                                                                                                                                                                                                                                                                                                          Robert H. Niehaus
                                                                                                                                                                                                                                                                                                                                                          Chairman
                                                                                                                                                                                                                                                                                                                                                          Greenhill Capital Partners

                                                                                                                                                                                                                                                                                                                                                          Marc J. Ostro, Ph.D.
                                                                                                                                                                                                                                                                                                                                                          General Partner




                                                                                                                                                                                                                                                                                                       Design: Creative Strategy Group | csg-design.com
                                                                                                                                                                                                                                                                                                                                                          Devon Park Bioventures
 REVENUES REVENUES REVENUES OPERATING OPERATING OPERATING
             REVENUES REVENUES    REVENUES OPERATING
                                            OPERATING REVENUES                    STOCKHOLDERS
                                                         REVENUESSTOCKHOLDERS OPERATING
                                                          OPERATING                          STOCKHOLDERS PROCESSING PROCESSINGHPS HPS EXCHANGE EXCHANGE HPSHPS EXCHANGE CARD TOTALCARDSALES CARDCARD SALES SALES
                   REVENUES OPERATING REVENUES OPERATINGSTOCKHOLDERS STOCKHOLDERS STOCKHOLDERS EXCHANGE EXCHANGE EXCHANGE EXCHANGE
                                                                                     STOCKHOLDERS STOCKHOLDERS       PROCESSING PROCESSING HPS
                                                                                      OPERATING PROCESSING PROCESSING HPS
                                                                                                                    STOCKHOLDERS STOCKHOLDERS PROCESSING TOTAL
                                                                                                                                 PROCESSING                              EXCHANGETOTAL TOTAL TOTAL
                                                                                                                                                                  PROCESSING TOTAL
                                                                                                                                                            EXCHANGE HPS
                                                                                                                                                              PROCESSING
                                                                                                                                                                    HPS HPS            TOTAL
                                                                                                                                                                                       HPS        EXCHANGE TOTAL
                                                                                                                                                                                                   TOTALCARD  CARD
                                                                                                                                                                                                                 CARD CARD CARD
                                                                                                                                                                                                                 TOTAL                SALES
                                                                                                                                                                                                                                    SALES CARD SALES
                                                                                                                                                                                                                                        SALES              SALESSALES
                                                                                                                                                                                                                                                                   SALES
                    millions      in millions INCOME millions
 in millions in millions in millions             in millions in INCOME            EQUITY EQUITY
                in in millions in millions INCOME inINCOME EQUITY INCOME INCOMEVOLUME VOLUME VOLUMETRANSACTIONS
                                INCOME            INCOME millions INCOME        EQUITY
                                                                                     EQUITY
                                                                                      INCOME EQUITY   EQUITY         VOLUME
                                                                                                                    EQUITY EQUITY                             VOLUME MERCHANT MERCHANTTRANSACTIONS MERCHANT MERCHANT MERCHANT PROFESSIONALS PROFESSIONALS
                                                                                                                                                         TRANSACTIONS
                                                                                                                            EQUITY VOLUME TRANSACTIONS TRANSACTIONS TRANSACTIONS MERCHANTMERCHANT
                                                                                                                        VOLUME VOLUME                 VOLUME VOLUME TRANSACTIONS MERCHANT MERCHANT MERCHANT
                                                                                                                                                           TRANSACTIONS           MERCHANT
                                                                                                                                                                         TRANSACTIONS         MERCHANT
                                                                                                                                                                                       TRANSACTIONS                                   PROFESSIONALS
                                                                                                                                                                                                        MERCHANT MERCHANT MERCHANT PROFESSIONALS PROFESSIONALS PROFESSIONALS
                                                                                                                                                                                                   MERCHANT      MERCHANT
                                                                                                                                                                                                                    MERCHANT PROFESSIONALS MERCHANT
                                                                                                                                                                                                                                       MERCHANT
                                                                                                                                                                                                                                        PROFESSIONALS
                                                                                                                                                                                                                                                 PROFESSIONALS     PROFESSIONALS
                                                                                                                                                                                                                                                                                                                                                          Jonathan J. Palmer
                                               in in millions in millions
                                                   millions                       in in millions in millions
                                                                                      millions                                                                                       COUNT
                                in millions in millions in millionsin millions in millions inin millions billions inin millions in billions% of total processingin billions of total processingofprocessing
                                                                  in millions in millions millions millions
                                                                                      in millions     in
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                                                                                                                            in                           % total processing total
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                                                                                                                                                      in billionstotalof COUNT processing% total processingCOUNT COUNT COUNT
                                                                                                                                                                billions % % processing of COUNT COUNT COUNT
                                                                                                                                                                                       COUNT         COUNT       COUNT COUNT       COUNT COUNT
                                                                                                                                                                                                                                       COUNT
                                                                                                                                           transactions transactions transactions transactions
                                                                                                                                                      transactions
                                                                                                                                                           transactions transactions
                                                                                                                                                                    transactions             transactions
                                                                                                                                                                                                 transactions                                                                                                                                             President & CEO
                                                                                                                                                                                                                                                                                                                                                          FSV Payment Systems




                                                                                                                                                      53% 160,950
                                                                                                                                                            160,950



                                                                                                                                                            160,950

                                                                                                                                                            160,950


                                                                                                                                                            160,950


                                                                                                                                                            160,950




                                                                                                                                                            160,950

                                                                                                                                                            160,950

                                                                                                                                                            160,950
                                                                                                                                                            154,750
                                                                                                                                                            154,750



                                                                                                                                                            154,750

                                                                                                                                                            154,750


                                                                                                                                                            154,750


                                                                                                                                                            154,750




                                                                                                                                                                                                                    1,010 154,750


                                                                                                                                                                                                                            154,750

                                                                                                                                                                                                                                      1,010 154,750
                                                                                                                                                            160,950




                                                                                                                                                    1,010 154,750
                             $1,314
                             $1,314



                             $1,314
                    $835 $1,314


                    $835 $1,314


                             $1,314




                             $1,314

                             $1,314

                       $44.8$1,314




                   $32.544.8$165.7
                             $165.7



                             $165.7

                             $165.7


                     $33.7 $165.7


                                                                                            $165.7




                                                                                                               $165.7

                                                                                                            $ $165.7
                                                                                                        $33.7 $165.7
                            $1,314




                                                                                            $165.7
                    $835 $59.8
                             $59.8




                       $44.8$59.8
                             $59.8


                       $44.8$59.8

                             $59.8




                              59.8


                       $44.8$59.8
                             $59.8




                                                                                                               $51.9
                                                                                            $51.9



                                                                                                               $51.9

                                                                                                        $33.7 $51.9


                                                                                                               $51.9


                                                                                                               $51.9




                                                                                                               $51.9

                                                                                                               $51.9

                                                                                                               $51.9




                                                                                                                                                                                                                            1,602
                                                                                                                                                                                                                            1,602



                                                                                                                                                                                                                            1,602

                                                                                                                                                                                                                    1,010 1,602


                                                                                                                                                                                                                                      1,010 1,602


                                                                                                                                                                                                                                                     1,602




                                                                                                                                                                                                                                                                            1,602

                                                                                                                                                                                                                                                                                       1,602

                                                                                                                                                                                                                                                                                               1,602
                            $59.8




                                                                                                               $51.9




                                                                                                                                                                                                                                                     1,602
                                                                                                                                                                                                                                                                                                                                                          George F. Raymond




                                                                                                                                                         133,200
                                                                                                                                                         133,200



                                                                                                                                                         133,200

                                                                                                                                                         133,200


                                                                                                                                                         133,200


                                                                                                                                                         133,200




                                                                                                                                                                                                                         133,200

                                                                                                                                                                                                                         133,200

                                                                                                                                                                                                                         133,200
                                                                                                                                                        133,200
                                                                                                                                                        137,400
                                                                                                            137,400



                                                                                                                                                        137,400

                                                                                                                                                        137,400


                                                                                                                                                        137,400


                                                                                                                                                        137,400




                                                                                                                                                        137,400

                                                                                                                                                        137,400

                                                                                                                                                        137,400
                                                                                                                                                        137,400
                                                                                                        $33.7 75%
                                                                                                               75%



                                                                                                               75%

                                                                                                         53% 75%


                                                                                                         53% 75%


                                                                                                                                                            75%




                                                                                                                                                            75%

                                                                                                                                                            75%

                                                                                                                                                            75%
                                                                                                                                                            75%
                   $32.5 $139.3
                         $139.3




                 $80.1 $139.3
                         $139.3


                         $139.3


                                                                                         $139.3




                                                                                                        $33.7139.3


                                                                                                     $80.1 $139.3

                                                                                                        $33.7139.3
                         $139.3
                         $1,097
        $1,097




                    $835 1,097
                         $1,097


                    $835$1,097

                         $1,097




                         $1,097


                    $835 1,097

                   $32.5 $1,097
                         $1,097




                                                                                                                                                                                                                                                                                                                                                          President




                                                                                                                                                                                                                         1,379
                                                                                                                                                         1,379



                                                                                                                                                                                                                         1,379

                                                                                                                                                                                                                         1,379


                                                                                                                                                                                                                                           1,379


                                                                                                                                                                                                                                                  1,379




                                                                                                                                                                                                                                                                         1,379

                                                                                                                                                                                                                                                                         1,379

                                                                                                                                                                                                                                                                                    1,379
                                                                                                                                                                                                                                          1,379
                                                                                                            $43.3
                                                                                         $43.3



                                                                                                            $43.3
                                                                                                     $80.1 $43.3


                                                                                                            $43.3


                                                                                                            $43.3




                                                                                                            $43.3

                                                                                                            $43.3

                                                                                                            $43.3
                                                                                                            $43.3




                                                                                                                                                      110,500
                                                                                                                                                      110,500



                                                                                                                                                      110,500

                                                                                                                                                      110,500


                                                                                                                                                      110,500


                                                                                                                                                      110,500




                                                                                                                                                                                                                      110,500

                                                                                                                                                                                                                      110,500

                                                                                                                                                                                                                      110,500
                                                                                                                                                      113,160
                                                                                                         113,160



                                                                                                                                                      113,160

                                                                                                                                                      113,160


                                                                                                                                                      113,160


                                                                                                                                                      113,160




                                                                                                                                                      113,160

                                                                                                                                                      113,160

                                                                                                                                                      113,160


                                                                                                                                                     110,500
                                                                                                                                                     113,160
                                                                                                            64%
                                                                                                            64%



                                                                                                            64%

                                                                                                            64%


                                                                                                            64%


                                                                                                                                                         64%




                                                                                                                                                         64%

                                                                                                                                                         64%

                                                                                                                                                         64%
                                                                                                            64%
                       $44.8
                       $44.8



                   $32.544.8




                       $44.8




                 $80.1 $44.8




                                                                                                                                                                                                                                                                                                                                                          Buckland Corporation
                                                                                                         53%
                                                                                                         53%



                                                                                                         53%

                                                                                                         53%




                                                                                                                                                      53%



                                                                                                                                                      53%
                                                                                                        $33.7
                                                                                                        $33.7




                                                                                                        $33.7

                                                                                                        $33.7



                                                                                                         53%
                                                                                                            $
                         $




                         $




                                                                                                                                                                                                                    1,010
                                                                                                                                                                                                                    1,010




                                                                                                                                                                                                                                                             1,010

                                                                                                                                                                                                                                                                     1,010

                                                                                                                                                                                                                                                                     1,010
                    $835
 $835



                    $835




                    $835
                   $32.5



                   $32.5

                   $32.5


                   $32.5




                   $32.5
                  $32.5
                       $




                       $




                                                                                                                                                                                                                                                                                                                                                          Richard w. Vague
                 $80.1



                 $80.1




                 $80.1


                 $80.1




                                                                                                     $80.1
                 $80.1




                                                                                                                                                                                                                                                                                                                                                          Chairman & Chief Executive Officer
                                                                                                                                                                                                                                                                                                                                                          Energy Plus Holdings LLC



 05 06 07 05 0505 07 0707 06 0506 07 07 0505 07 05070505 05 05 07 07 07 05 0505 07060506 05 05 06 07 05 0505 07 0707 07 0505 07 0707 05 0505 07060506 05 05 06 07 05 06 07 060506 0507 07 0705 05050706 05 06 05 06 07 07 0506050606 07 06 05 06 07
              06 0606 05 05 07 0607 05 06 0606 0706 07 06 06 06
                           05 06         05 06 07 05 06 06 07
                                                         07                 0605 06 07 0607 06 06 07 0506 0606 06 06 07 0606
                                                                               06 05 07
                                                                                   07       07 07
                                                                                             05           0605 05 05 06
                                                                                                              07                            06 07 07
                                                                                                                                         0605 06 07 06 0706 07 05 06 07 05 05 070607 06
                                                                                                                                                05       07         05 06 05 06 05 06
                                                                                                                                                                          07    07           05 06050705 07 05 07 05 06 05 0505 07 0707 07 07 07
                                                                                                                                                                                                 06 0606 07 07 06 07
                                                                                                                                                                                                        07 06                 060706 05 05 06
                                                                                                                                                                                                                                   05 06                     05 0605 06 07 07
                                                                                                                                                                                                                                                                   07 05 06
2007 Financial Results
(in thousands, except per share data)
                                                       2007                  2006                 2005
Total revenues                                    $ 1,313,846          $ 1,097,041           $ 834,824
Costs of services                                 $ 1,196,673          $ 1,004,436           $ 764,605
General and administrative expenses               $    57,404          $    47,787           $ 37,761
       Total expenses                             $ 1,254,077          $ 1,052,223           $ 802,366
Income from operations                            $    59,769          $    44,818           $ 32,458
Net income                                        $    35,870          $    28,544           $ 19,093
Earnings per common share:
    Basic                                         $      0.95          $      0.78           $     0.62
    Diluted                                       $      0.90          $      0.71           $     0.50
Weighted average number of
common shares outstanding:
       Basic                                           37,686               36,394               23,069
       Diluted                                         39,980               39,943               37,879




2007 Financial HigHligHts
n Processing volume rose 20% to $51.9 billion.        n Operating margins expanded nearly
                                                        200 basis points to 19.7%.
n Total revenues increased 20% to $1.3 billion.
                                                      n Active card and payroll merchants
n Operating income was $59.8 million for the
                                                        increased 17% to 161,000.
  year, a 33% increase from 2006.
                                                      n Payroll customers now total 6,200,
n Net income was $35.9 million, or $0.90 per
                                                        an increase of 47% from last year.
  diluted share, a 26% and 27% increase,
  respectively, from 2006.


                                                                                                          1
to ouR sHaReHoldeRs,
                                                                    2007 was a solid year for Heartland Payment Systems. The                           TM




                                                                    company celebrated its 10th anniversary by setting new records
                                                                    for net income, earnings per share and operating cash flow. We
                                                                    introduced exciting new products that we expect will energize our
                                                                    future growth, identified promising new markets and continued
                                                                    to invest in the cutting-edge technology that strengthens our
                                                                    differentiated business model. And we opened our brand-new
                                                                    96,000-square-foot operations and customer service center, the first
                                                                    phase of a planned 221,000-square-foot campus and home to what
                                                                    is expected to be 650 Heartland professionals by the end of 2008.

    ROBERT O. CaRR                                                  From a simple idea formulated                               I could not be prouder of the team
    cHaiRman &                                                      just over 10 years ago, Heartland                           that has made this happen. The entire
    cHieF executive oFFiceR                                         has grown into one of the largest                           Heartland organization is committed
                                                                    merchant processors in the world,                           to advancing our mission every day,
                                                                    processing over $55 billion of                              making Heartland and its employees
                                                                    transactions a year. Our initial idea                       the leading force for industry change.
                                                                    was to build a new business model
                                                                    that would equip merchants with the                         Our financial and operating results in
                                                                    tools and knowledge to take control                         2007 highlight our success:
                                                                    of their merchant processing costs.
                                                                                                                                n   Net income rose 26% to a record
                                                                    Today, through our                                              $35.9 million, while diluted earnings
                                                                    Merchant Bill of Rights                                         per share were up 27% to a record
                                                                    (www.MerchantBillofRights.com),                                 $0.90 from 2006.
                                                                    we are widely recognized as an
                                                                    unrelenting advocate for small
                                                                                                                                n   Operating income for the year rose
                                                                    and mid-sized merchants and                                     33% to $59.8 million, while operating
                                                                     the industry’s leading proponent                               margins expanded to nearly
                                                                    of transparency, equality and                                   20%—both new milestones.
                                                                    clarity in pricing and strong
                                                                                                                                n   Our strong operating cash flow of
                                                                    merchant relationships.
                                                                                                                                    $72.6 million indicates the business
                                                                                                                                    has matured, and working capital
                                                                                                                                    requirements have moderated.
                                                                                                                                    Heartland has the potential to be a
                                                                                                                                    powerful cash-generating machine.




    Campus Solutions
    Heartland launched its Campus Solutions division in 2007 by kicking off a major initiative with Pennsylvania’s Slippery
    Rock University. At Slippery Rock, students can now use their cell phones and campus ID cards to make contactless card
    payments on campus as well as at merchants in the surrounding community. At the same time, the Slippery Rock program
    taps into Heartland’s Give Something Back Network to encourage charitable giving.
    Through this innovative program, 0.5% of every purchase is automatically donated to the school. The cardholder has the
    option to automatically donate an additional 1% to the charity of his or her choice or receive 1% cash back on purchases.
    By tapping into students’ willingness to serve as early technology adopters, Heartland is ushering in a new era of campus
    payment solutions, once again expediting adoption of contactless payments for a range of purchases.


2   Heartland Payment Systems 2007 Annual Report
n   We raised our quarterly dividend                               transactions attempted on          with our groundbreaking
     50% to $0.075 per share, another                               Exchange, and Passport is          installation at Slippery Rock
     sign of our strong cash flow                                   now delivering the cost            University. By outfitting campus
     and commitment to using it to                                  savings and processing             vending machines, laundry
     reward shareholders.                                           efficiencies we anticipated.       facilities, photocopiers and similar
                                                                                                       equipment with dual-technology
 n   Processing volume increased                                We have achieved significant           readers that accept contactless
     20% to $51.9 billion.                                      progress in virtually every facet of   payments, students can pay for
                                                                our business. And, we still have the   a variety of services on campus
 n   Our direct sales force of 1,362                            ability to grow our market share       using their campus ID cards and
     sales professionals and 240                                among merchants we serve, and          cell phones. And, these ID cards
     service managers (at year end)                             our industry continues to expand       can also be used for all kinds of
     is the envy of the industry. In                            faster than the GDP overall. This      purchases at local off-campus
     2007, this team grew our active                            indicates we still have a great        merchants. For Heartland, this
     merchant count 17% to 161,000.                             deal of runway to expand and           means we are able to not only
                                                                grow our business.                     generate income from on-campus
 n   We continue to augment
                                                                                                       transactions, but we can also
     our core merchant processing                               In 2007, we set the stage for
                                                                                                       leverage the fact that we offer
     offerings with value-added                                 future growth with a number
                                                                                                       unique access to students’
     services such as Heartland                                 of new products, services and
                                                                                                       funds to sell our full range
     Payroll Services, Heartland TM
                                                                offerings to capitalize on our
                                                                                                       of card processing services to
     Express Funds, Heartland
                            SM
                                                                growth opportunities. Let me
                                                                                                       merchants in the community.
     Campus Solutions and Heartland                             touch on a few of them.
     MicroPayments Solutions. Our                                                                      This initiative has energized the
     payroll business continued                                 With debit, credit, and prepaid
                                                                                                       entire Slippery Rock community
     to grow substantially as we                                cards increasingly displacing cash
                                                                                                       and moved payments from cash
     launched the industry’s first and                          and checks, transaction processing
                                                                                                       to cashless, serving as a vital
     only three-year guaranteed cost                            is exploding. Due to advances
                                                                                                       proof case for the power of our
     contract. Express Funds, Campus                            in technology, applications once
                                                                                                       micropayments model. There are
     Solutions and MicroPayments are                            considered inconceivable for card
                                                                                                       countless opportunities to port
     being developed to build on our                            payments—such as buying a soda
                                                                                                       this model to other communities
     core processing capability.                                at the vending machine or doing
                                                                                                       and create a captive market for
     Each has the same attractive                               laundry—are starting to emerge as
                                                                                                       our technology.
     recurring revenue and                                      opportunities for card payments.
     margin characteristics as
                                                                Heartland has already established
     our processing business.
                                                                a beachhead in the micropayments
 n   Our internal processing                                    market (transactions under $5)
     platforms are performing well.
     We authorized 99.998% of all




Micropayments
Historically, consumer payments under $5 for services like parking, laundry, vending,
printing and gaming were only completed with cash and coin. No more. With new
technological advances and changes in card association fee structures, this large
new market is fast moving to cashless payments.
Heartland is leading the charge. In 2007, we launched the Heartland MicroPayments
division to penetrate and expand our business in this arena. At the same time, our
leadership role in the card processing industry enables us to advocate widespread
adoption of cashless micropayments and accelerate the drive to a cashless society.




            PAY M E N T S Y S T E M S                   TM




The Highest Standards | The Most Trusted Transactions


                                                                                                                                              3
The development of this                                         Heartland continues to garner            From modest beginnings to a
    exciting technology has its roots                               its share of awards and recognition      billion-dollar market capitalization
    in companies we’ve acquired.                                    from the business community              company traded on the New
    We will continue to evaluate                                    and industry authorities. In 2007,       York Stock Exchange, it’s hard to
    other opportunities in this space                               Heartland was named among                believe we’ve come this far this
    that can accelerate our growth or                               InfoWorld’s 50 most innovative           fast. Looking ahead, our goal is
    provide access to other rapidly                                 technology companies alongside           to continue to maintain our strong
    expanding markets.                                              the likes of Microsoft, IBM              growth over the long term by
                                                                    and Eli Lilly.                           increasing market share, adding
    We also began to broaden beyond                                                                          new clients, improving client
    the traditional merchant processing                             Early on, we recognized the              retention, broadening our product
    business to look for additional                                 importance of technology                 introductions and leveraging
    products and services that                                      in driving a differentiated,             technology to improve efficiencies.
    leverage our customer relationships                             low-cost business model, and
    and technology. Our payroll                                     our commitment to cutting-edge           2007 was a very good year for
    initiative has been a success.                                  technology has been one of the           Heartland, and we are positioned
    Today we process payroll for over                               pillars on which we have built our       to continue our growth trajectory
    6,200 clients, some of whom are                                 business. Our multi-year initiatives     and reward our loyal shareholders
    existing Heartland card processing                              to build Passport (our internally        through dividends and even better
    customers, but many who are not.                                developed, back-end processing           future performance. We thank
                                                                    system) and Exchange (our front-         all of our shareholders for their
    This year, we also unveiled                                     end system) have paid significant        continued support and look forward
    Heartland Express Funds, a unique                               dividends, driving down our costs        to delivering on the promise of our
    remote deposit capture product                                  and enhancing our operating              business model.
    that enables business owners to                                 margins while enabling us to
    electronically deposit their checks                             introduce a host of new products         Sincerely,
    into their checking accounts                                    and services.
    without ever leaving the office.
    Express Funds moved Heartland                                   The Merchant Bill of Rights,
    further up the continuum from a                                 introduced last year, continues to
    pure merchant processor into a                                  gain traction and support. Today,
    more comprehensive integrated                                   145 state trade organizations,           RobeRt o. CaRR
    payments solutions provider.                                    merchants, and business partners         CHAirMAn &
                                                                    formally endorse the initiative. The     CHief exeCuTive OffiCer
    Importantly, Express Funds is not                               Merchant Bill of Rights codifies
    a card-dependent relationship,                                  what Heartland has advocated
    so it opens the door to the huge                                since its inception: transparency
    and rapidly growing markets of                                  and honesty in card processing,
    lawyers, accountants and similar                                cutting-edge security to prevent
    businesses that typically do not                                identity theft and fraud—and a
    have a card processing need.                                    level playing field for all merchants.




    Awards of Excellence
    Heartland’s differentiated business model, cutting-edge technology and strong
    management team were recognized with a wide array of industry awards in 2007.
    For the second time, Bob Carr was named Ernst & Young’s “New Jersey Entrepreneur
    of the Year.” He was also presented with the “Technology CEO of the Year” award by
    the Eastern Technology Council.
    Heartland was named “Best Run Sales Organization,” and Irina Haydon, an
    executive director of sales and service, was named “Sales Director of the Year”
    by Selling Power’s Sales Excellence Awards .
                                               TM




    Heartland was also recognized as one of the world’s top 50 most innovative
    technology companies by InfoWorld magazine.


4   Heartland Payment Systems 2007 Annual Report

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Annual Report

  • 1. 90 NASSAU STREET | PRiNcETON, NJ 08542 | T: ( 8 8 8 ) 7 9 8 - 3 1 3 1 | w w w. H E A R T L A N D P A Y M E N T S Y S T E M S . c O M HEARTL AND PAYMENT SYSTEMS 2 0 0 7 A N N U A L R E P O R T
  • 2. CORpORATE INFORmATION 10 YEARS OF SOLID REVENUE GROWTH IN MILLIONS 2006 $1,097 2007 $1,314 Company Officers Robert O. carr Office Locations The following are the major Heart- Regulatory Certifications Heartland Payment Systems, Inc. filed 2005 $835 Section 302 CEO and CFO certifications Chairman & Chief Executive Officer land operational and administrative 2004 $603 offices throughout the country. with the U.S. Securities and Exchange 2003 $422 Robert H. B. Baldwin, Jr. Commission as exhibits to its Annual President & Chief Financial Officer corporate Headquarters, Report on the Form 10-K for the year 2002 $341 2001 $283 “Net income was $35.9 million, or Finance, Sales & Marketing ended December 31, 2007. Sanford c. Brown 90 Nassau Street 2000 $203 $0.90 per diluted share, a 26% and Chief Sales Officer Princeton, NJ 08542 1999 $112 T: (888) 798-3131 Independent Registered 1998 $48 27% increase, respectively, from 2006.” charles Kallenbach Public Accounting Firm General Counsel Payroll & Human Resources & Chief Legal Officer 25115 Country Club Boulevard Deloitte & Touche, LLP North Olmsted, OH 44070 750 College Road East, 3rd Floor Martin A. Moretti T: (877) 729-2968 Princeton, NJ 08540 Chief Service Officer information Technology Thomas M. Sheridan 2595 Dallas Parkway, Suite 310 Annual Shareholders Chief Portfolio Officer Frisco, TX 75034 Meeting T: (877) 798-9656 Heartland Payment Systems Alan J. Sims Annual Shareholders Meeting Chief Technology Officer Heartland Service center will be held on 1 Heartland Way Friday, May 2, 2008 Joseph E. white Jeffersonville, IN 47103 at 11:00 AM (ET) at: Chief Accounting Officer T: (888) 963-3600 Nassau Inn Ten Palmer Square Board of Directors Princeton, NJ 08542 T: (609) 921-7500 Scott L. Bok F: (609) 921-9385 Co-Chief Executive Officer Greenhill & Co., Inc. under construction Robert O. carr Transfer Agent Chairman & Chief Executive Officer & Registrar Heartland Payment Systems Registrar and Transfer company Mitchell L. Hollin 10 Commerce Drive Partner Cranford, NJ 07016 LLR Partners T: (800) 866-1340 F: (908) 497-2310 Robert H. Niehaus Chairman Greenhill Capital Partners Marc J. Ostro, Ph.D. General Partner Design: Creative Strategy Group | csg-design.com Devon Park Bioventures REVENUES REVENUES REVENUES OPERATING OPERATING OPERATING REVENUES REVENUES REVENUES OPERATING OPERATING REVENUES STOCKHOLDERS REVENUESSTOCKHOLDERS OPERATING OPERATING STOCKHOLDERS PROCESSING PROCESSINGHPS HPS EXCHANGE EXCHANGE HPSHPS EXCHANGE CARD TOTALCARDSALES CARDCARD SALES SALES REVENUES OPERATING REVENUES OPERATINGSTOCKHOLDERS STOCKHOLDERS STOCKHOLDERS EXCHANGE EXCHANGE EXCHANGE EXCHANGE STOCKHOLDERS STOCKHOLDERS PROCESSING PROCESSING HPS OPERATING PROCESSING PROCESSING HPS STOCKHOLDERS STOCKHOLDERS PROCESSING TOTAL PROCESSING EXCHANGETOTAL TOTAL TOTAL PROCESSING TOTAL EXCHANGE HPS PROCESSING HPS HPS TOTAL HPS EXCHANGE TOTAL TOTALCARD CARD CARD CARD CARD TOTAL SALES SALES CARD SALES SALES SALESSALES SALES millions in millions INCOME millions in millions in millions in millions in millions in INCOME EQUITY EQUITY in in millions in millions INCOME inINCOME EQUITY INCOME INCOMEVOLUME VOLUME VOLUMETRANSACTIONS INCOME INCOME millions INCOME EQUITY EQUITY INCOME EQUITY EQUITY VOLUME EQUITY EQUITY VOLUME MERCHANT MERCHANTTRANSACTIONS MERCHANT MERCHANT MERCHANT PROFESSIONALS PROFESSIONALS TRANSACTIONS EQUITY VOLUME TRANSACTIONS TRANSACTIONS TRANSACTIONS MERCHANTMERCHANT VOLUME VOLUME VOLUME VOLUME TRANSACTIONS MERCHANT MERCHANT MERCHANT TRANSACTIONS MERCHANT TRANSACTIONS MERCHANT TRANSACTIONS PROFESSIONALS MERCHANT MERCHANT MERCHANT PROFESSIONALS PROFESSIONALS PROFESSIONALS MERCHANT MERCHANT MERCHANT PROFESSIONALS MERCHANT MERCHANT PROFESSIONALS PROFESSIONALS PROFESSIONALS Jonathan J. Palmer in in millions in millions millions in in millions in millions millions COUNT in millions in millions in millionsin millions in millions inin millions billions inin millions in billions% of total processingin billions of total processingofprocessing in millions in millions millions millions in millions in in in in billions millions billions millions billions in % total processing total ofof % processing total of % COUNT COUNT COUNT billionsin in in billions % of %intotal processing COUNT total % of total processing COUNT in billionstotalof COUNT processing% total processingCOUNT COUNT COUNT billions % % processing of COUNT COUNT COUNT COUNT COUNT COUNT COUNT COUNT COUNT COUNT transactions transactions transactions transactions transactions transactions transactions transactions transactions transactions President & CEO FSV Payment Systems 53% 160,950 160,950 160,950 160,950 160,950 160,950 160,950 160,950 160,950 154,750 154,750 154,750 154,750 154,750 154,750 1,010 154,750 154,750 1,010 154,750 160,950 1,010 154,750 $1,314 $1,314 $1,314 $835 $1,314 $835 $1,314 $1,314 $1,314 $1,314 $44.8$1,314 $32.544.8$165.7 $165.7 $165.7 $165.7 $33.7 $165.7 $165.7 $165.7 $ $165.7 $33.7 $165.7 $1,314 $165.7 $835 $59.8 $59.8 $44.8$59.8 $59.8 $44.8$59.8 $59.8 59.8 $44.8$59.8 $59.8 $51.9 $51.9 $51.9 $33.7 $51.9 $51.9 $51.9 $51.9 $51.9 $51.9 1,602 1,602 1,602 1,010 1,602 1,010 1,602 1,602 1,602 1,602 1,602 $59.8 $51.9 1,602 George F. Raymond 133,200 133,200 133,200 133,200 133,200 133,200 133,200 133,200 133,200 133,200 137,400 137,400 137,400 137,400 137,400 137,400 137,400 137,400 137,400 137,400 $33.7 75% 75% 75% 53% 75% 53% 75% 75% 75% 75% 75% 75% $32.5 $139.3 $139.3 $80.1 $139.3 $139.3 $139.3 $139.3 $33.7139.3 $80.1 $139.3 $33.7139.3 $139.3 $1,097 $1,097 $835 1,097 $1,097 $835$1,097 $1,097 $1,097 $835 1,097 $32.5 $1,097 $1,097 President 1,379 1,379 1,379 1,379 1,379 1,379 1,379 1,379 1,379 1,379 $43.3 $43.3 $43.3 $80.1 $43.3 $43.3 $43.3 $43.3 $43.3 $43.3 $43.3 110,500 110,500 110,500 110,500 110,500 110,500 110,500 110,500 110,500 113,160 113,160 113,160 113,160 113,160 113,160 113,160 113,160 113,160 110,500 113,160 64% 64% 64% 64% 64% 64% 64% 64% 64% 64% $44.8 $44.8 $32.544.8 $44.8 $80.1 $44.8 Buckland Corporation 53% 53% 53% 53% 53% 53% $33.7 $33.7 $33.7 $33.7 53% $ $ $ 1,010 1,010 1,010 1,010 1,010 $835 $835 $835 $835 $32.5 $32.5 $32.5 $32.5 $32.5 $32.5 $ $ Richard w. Vague $80.1 $80.1 $80.1 $80.1 $80.1 $80.1 Chairman & Chief Executive Officer Energy Plus Holdings LLC 05 06 07 05 0505 07 0707 06 0506 07 07 0505 07 05070505 05 05 07 07 07 05 0505 07060506 05 05 06 07 05 0505 07 0707 07 0505 07 0707 05 0505 07060506 05 05 06 07 05 06 07 060506 0507 07 0705 05050706 05 06 05 06 07 07 0506050606 07 06 05 06 07 06 0606 05 05 07 0607 05 06 0606 0706 07 06 06 06 05 06 05 06 07 05 06 06 07 07 0605 06 07 0607 06 06 07 0506 0606 06 06 07 0606 06 05 07 07 07 07 05 0605 05 05 06 07 06 07 07 0605 06 07 06 0706 07 05 06 07 05 05 070607 06 05 07 05 06 05 06 05 06 07 07 05 06050705 07 05 07 05 06 05 0505 07 0707 07 07 07 06 0606 07 07 06 07 07 06 060706 05 05 06 05 06 05 0605 06 07 07 07 05 06
  • 3. 2007 Financial Results (in thousands, except per share data) 2007 2006 2005 Total revenues $ 1,313,846 $ 1,097,041 $ 834,824 Costs of services $ 1,196,673 $ 1,004,436 $ 764,605 General and administrative expenses $ 57,404 $ 47,787 $ 37,761 Total expenses $ 1,254,077 $ 1,052,223 $ 802,366 Income from operations $ 59,769 $ 44,818 $ 32,458 Net income $ 35,870 $ 28,544 $ 19,093 Earnings per common share: Basic $ 0.95 $ 0.78 $ 0.62 Diluted $ 0.90 $ 0.71 $ 0.50 Weighted average number of common shares outstanding: Basic 37,686 36,394 23,069 Diluted 39,980 39,943 37,879 2007 Financial HigHligHts n Processing volume rose 20% to $51.9 billion. n Operating margins expanded nearly 200 basis points to 19.7%. n Total revenues increased 20% to $1.3 billion. n Active card and payroll merchants n Operating income was $59.8 million for the increased 17% to 161,000. year, a 33% increase from 2006. n Payroll customers now total 6,200, n Net income was $35.9 million, or $0.90 per an increase of 47% from last year. diluted share, a 26% and 27% increase, respectively, from 2006. 1
  • 4. to ouR sHaReHoldeRs, 2007 was a solid year for Heartland Payment Systems. The TM company celebrated its 10th anniversary by setting new records for net income, earnings per share and operating cash flow. We introduced exciting new products that we expect will energize our future growth, identified promising new markets and continued to invest in the cutting-edge technology that strengthens our differentiated business model. And we opened our brand-new 96,000-square-foot operations and customer service center, the first phase of a planned 221,000-square-foot campus and home to what is expected to be 650 Heartland professionals by the end of 2008. ROBERT O. CaRR From a simple idea formulated I could not be prouder of the team cHaiRman & just over 10 years ago, Heartland that has made this happen. The entire cHieF executive oFFiceR has grown into one of the largest Heartland organization is committed merchant processors in the world, to advancing our mission every day, processing over $55 billion of making Heartland and its employees transactions a year. Our initial idea the leading force for industry change. was to build a new business model that would equip merchants with the Our financial and operating results in tools and knowledge to take control 2007 highlight our success: of their merchant processing costs. n Net income rose 26% to a record Today, through our $35.9 million, while diluted earnings Merchant Bill of Rights per share were up 27% to a record (www.MerchantBillofRights.com), $0.90 from 2006. we are widely recognized as an unrelenting advocate for small n Operating income for the year rose and mid-sized merchants and 33% to $59.8 million, while operating the industry’s leading proponent margins expanded to nearly of transparency, equality and 20%—both new milestones. clarity in pricing and strong n Our strong operating cash flow of merchant relationships. $72.6 million indicates the business has matured, and working capital requirements have moderated. Heartland has the potential to be a powerful cash-generating machine. Campus Solutions Heartland launched its Campus Solutions division in 2007 by kicking off a major initiative with Pennsylvania’s Slippery Rock University. At Slippery Rock, students can now use their cell phones and campus ID cards to make contactless card payments on campus as well as at merchants in the surrounding community. At the same time, the Slippery Rock program taps into Heartland’s Give Something Back Network to encourage charitable giving. Through this innovative program, 0.5% of every purchase is automatically donated to the school. The cardholder has the option to automatically donate an additional 1% to the charity of his or her choice or receive 1% cash back on purchases. By tapping into students’ willingness to serve as early technology adopters, Heartland is ushering in a new era of campus payment solutions, once again expediting adoption of contactless payments for a range of purchases. 2 Heartland Payment Systems 2007 Annual Report
  • 5. n We raised our quarterly dividend transactions attempted on with our groundbreaking 50% to $0.075 per share, another Exchange, and Passport is installation at Slippery Rock sign of our strong cash flow now delivering the cost University. By outfitting campus and commitment to using it to savings and processing vending machines, laundry reward shareholders. efficiencies we anticipated. facilities, photocopiers and similar equipment with dual-technology n Processing volume increased We have achieved significant readers that accept contactless 20% to $51.9 billion. progress in virtually every facet of payments, students can pay for our business. And, we still have the a variety of services on campus n Our direct sales force of 1,362 ability to grow our market share using their campus ID cards and sales professionals and 240 among merchants we serve, and cell phones. And, these ID cards service managers (at year end) our industry continues to expand can also be used for all kinds of is the envy of the industry. In faster than the GDP overall. This purchases at local off-campus 2007, this team grew our active indicates we still have a great merchants. For Heartland, this merchant count 17% to 161,000. deal of runway to expand and means we are able to not only grow our business. generate income from on-campus n We continue to augment transactions, but we can also our core merchant processing In 2007, we set the stage for leverage the fact that we offer offerings with value-added future growth with a number unique access to students’ services such as Heartland of new products, services and funds to sell our full range Payroll Services, Heartland TM offerings to capitalize on our of card processing services to Express Funds, Heartland SM growth opportunities. Let me merchants in the community. Campus Solutions and Heartland touch on a few of them. MicroPayments Solutions. Our This initiative has energized the payroll business continued With debit, credit, and prepaid entire Slippery Rock community to grow substantially as we cards increasingly displacing cash and moved payments from cash launched the industry’s first and and checks, transaction processing to cashless, serving as a vital only three-year guaranteed cost is exploding. Due to advances proof case for the power of our contract. Express Funds, Campus in technology, applications once micropayments model. There are Solutions and MicroPayments are considered inconceivable for card countless opportunities to port being developed to build on our payments—such as buying a soda this model to other communities core processing capability. at the vending machine or doing and create a captive market for Each has the same attractive laundry—are starting to emerge as our technology. recurring revenue and opportunities for card payments. margin characteristics as Heartland has already established our processing business. a beachhead in the micropayments n Our internal processing market (transactions under $5) platforms are performing well. We authorized 99.998% of all Micropayments Historically, consumer payments under $5 for services like parking, laundry, vending, printing and gaming were only completed with cash and coin. No more. With new technological advances and changes in card association fee structures, this large new market is fast moving to cashless payments. Heartland is leading the charge. In 2007, we launched the Heartland MicroPayments division to penetrate and expand our business in this arena. At the same time, our leadership role in the card processing industry enables us to advocate widespread adoption of cashless micropayments and accelerate the drive to a cashless society. PAY M E N T S Y S T E M S TM The Highest Standards | The Most Trusted Transactions 3
  • 6. The development of this Heartland continues to garner From modest beginnings to a exciting technology has its roots its share of awards and recognition billion-dollar market capitalization in companies we’ve acquired. from the business community company traded on the New We will continue to evaluate and industry authorities. In 2007, York Stock Exchange, it’s hard to other opportunities in this space Heartland was named among believe we’ve come this far this that can accelerate our growth or InfoWorld’s 50 most innovative fast. Looking ahead, our goal is provide access to other rapidly technology companies alongside to continue to maintain our strong expanding markets. the likes of Microsoft, IBM growth over the long term by and Eli Lilly. increasing market share, adding We also began to broaden beyond new clients, improving client the traditional merchant processing Early on, we recognized the retention, broadening our product business to look for additional importance of technology introductions and leveraging products and services that in driving a differentiated, technology to improve efficiencies. leverage our customer relationships low-cost business model, and and technology. Our payroll our commitment to cutting-edge 2007 was a very good year for initiative has been a success. technology has been one of the Heartland, and we are positioned Today we process payroll for over pillars on which we have built our to continue our growth trajectory 6,200 clients, some of whom are business. Our multi-year initiatives and reward our loyal shareholders existing Heartland card processing to build Passport (our internally through dividends and even better customers, but many who are not. developed, back-end processing future performance. We thank system) and Exchange (our front- all of our shareholders for their This year, we also unveiled end system) have paid significant continued support and look forward Heartland Express Funds, a unique dividends, driving down our costs to delivering on the promise of our remote deposit capture product and enhancing our operating business model. that enables business owners to margins while enabling us to electronically deposit their checks introduce a host of new products Sincerely, into their checking accounts and services. without ever leaving the office. Express Funds moved Heartland The Merchant Bill of Rights, further up the continuum from a introduced last year, continues to pure merchant processor into a gain traction and support. Today, more comprehensive integrated 145 state trade organizations, RobeRt o. CaRR payments solutions provider. merchants, and business partners CHAirMAn & formally endorse the initiative. The CHief exeCuTive OffiCer Importantly, Express Funds is not Merchant Bill of Rights codifies a card-dependent relationship, what Heartland has advocated so it opens the door to the huge since its inception: transparency and rapidly growing markets of and honesty in card processing, lawyers, accountants and similar cutting-edge security to prevent businesses that typically do not identity theft and fraud—and a have a card processing need. level playing field for all merchants. Awards of Excellence Heartland’s differentiated business model, cutting-edge technology and strong management team were recognized with a wide array of industry awards in 2007. For the second time, Bob Carr was named Ernst & Young’s “New Jersey Entrepreneur of the Year.” He was also presented with the “Technology CEO of the Year” award by the Eastern Technology Council. Heartland was named “Best Run Sales Organization,” and Irina Haydon, an executive director of sales and service, was named “Sales Director of the Year” by Selling Power’s Sales Excellence Awards . TM Heartland was also recognized as one of the world’s top 50 most innovative technology companies by InfoWorld magazine. 4 Heartland Payment Systems 2007 Annual Report