TeamStaff and BrightLane.com Propose to Join Forces To Create a Business Process...

Business Editors

SOMERSET, N.J.--(BUSINESS WIRE)--Jan. 22, 2001

TeamStaff, Inc. (Nasdaq: TSTF) a leading national Professional Employer Organization (PEO) announced today the principle terms of the Company's announced proposed combination with BrightLane.com, Inc.

On

November 27, 2000, TeamStaff announced a proposed business combination with BrightLane.com, but did not disclose certain terms of this transaction which were being negotiated. Today TeamStaff revealed the principle terms of the transaction and its vision for creating a next generation Business Process Outsourcing (BPO) Services. The new organization will focus on providing fully integrated Human Resource (HR) and administrative service solutions to small and medium sized businesses.

TeamStaff will merge with BrightLane.com and issue to the shareholders of BrightLane approximately 8,066,000 shares of TeamStaff common stock. Brightlane.com will provide nearly $19,000,000 in cash, a Business-To-Business Internet portal and strategic partners, which are expected to generate substantial opportunities to grow the combined businesses. The Business portal is powered by proprietary technology that will offer automated services and product offerings to the over 4,000 small business customers and the approximately 55,000 employees-paid base of the combined entity.

As previously announced, Donald W. Kappauf, President and CEO of TeamStaff, will remain as President and CEO, Donald T. Kelly will remain as Vice President and CFO while T. Stephen Johnson will become Chairman of the Board of the merged entity. The Board of Directors will consist of five members of each of the original boards of BrightLane and TeamStaff plus one additional Board member to be mutually selected by the parties.

TeamStaff cautioned that a definitive agreement has not been signed with BrightLane, and the principle terms of the transaction, including the number of shares to be issued by TeamStaff to the shareholders of BrightLane.com, could change. In addition the transaction requires shareholder approval by both companies and is subject to final due diligence, execution of a definitive agreement and customary closing conditions.

About BrightLane

BrightLane.com, Inc. was founded in 1999 and is based in Alpharetta, Georgia. It is an Online Business Center (OBC) providing Internet-based administrative solutions for growing businesses. Focused on increasing buying power and reducing average transaction costs, the current BrightLane services include: procurement, payroll, banking and financial services, and a full line of insurance and benefit products. BrightLane integrates these services through proprietary unified log-in and hub technologies that offer businesses security and robust report functionality.

About TeamStaff

Headquartered in Somerset, New Jersey, TeamStaff serves over 4,000 clients and over 55,000 employees throughout the United States as a full service provider of employer outsourcing and staffing solutions. Through its Professional Employer Organization (PEO), TeamStaff provides small and medium sized businesses throughout the nation with a better way to employ their people by delivering an off-site, full-service human resource outsourcing solution. TeamStaff's comprehensive employer services include employment administration, benefits management, government compliance, recruiting and selection, employer liability management, training and development and performance management tools. TeamStaff's PEO division currently ranks as one of the largest in the nation.

TeamStaff also operates three other employer outsourcing services. Through TeamStaff Rx, TeamStaff provides temporary and permanent medical staffing services throughout the country and is the largest provider of medical imaging personnel in its field. TeamStaff also operates DSI, its niche payroll service bureau offering payroll and tax processing to over 750 clients and over 30,000 employees, as well as TeamStaff Solutions, a Manhattan-based provider of technical temporary personnel, disbursement management systems and transaction processing services for government agencies. For more information on each of the companies visit their web sites at www.teamstaff.com or www.brightlane.com.

The statements contained in this press release that are not historical facts are forward-looking statements under federal securities law that involve a number of risks and uncertainties. Therefore, the actual results of future events described in such forward-looking statements could differ materially from those stated in such forward-looking statements. Among the factors that could cause actual results to differ materially are: (i) regulatory and tax developments; (ii) changes in TeamStaff's or BrightLane's direct costs and operating expenses; (iii) the estimated costs and effectiveness of capital projects and investments in technology and infrastructure; (iv) TeamStaff's and BrightLane's ability to effectively implement their eBusiness strategy; (v) the effectiveness of TeamStaff's sales and marketing efforts, including the company's marketing arrangements with other companies; (vi) changes in the competitive environment in the PEO industry; and (vii) the ability of TeamStaff to successfully consummate the BrightLane transaction. Some of these factors are described in further detail in TeamStaff's filings with the Securities and Exchange Commission.)