U.S. Personnel Acquires Assets of Staff LeasingCompanies.

DALLAS-FORT WORTH, Texas--(BUSINESS WIRE)--April 2, 1999--U.S. Personnel, Inc. (OTCBB:USPE) today announced that it has acquired the assets of three companies in the staff leasing business: Crest Outsourcing, Inc. of Albuquerque, New Mexico, El Dorado Staff Leasing of Santa Monica, California, and Webster Leasing, Inc. of Dallas.

U.S. Personnel also announced that it has executed a definitive agreement to acquire the assets of a fourth company in the staff leasing business, PRC Enterprises,

The aggregate revenues of the four acquired companies in 1998 were approximately $94 million. The terms of the four transactions were not disclosed.

Dennis L. Baker, president and chief executive officer of U.S. Personnel, said, "We are very pleased by the opportunities represented in these acquisitions. In addition to a significant revenue increase, they add a geographic extension that complements our internal growth strategy."

U.S. Personnel, with revenues of approximately $66 million in 1998, is a leading provider of professional employer leasing services, operating with approximately 3,000 employees in 20 states primarily in the Southwest. The three acquired companies and the pending acquisition will add approximately 4,700 employees to U.S. Personnel.

The company was created in 1996 by the acquisition of Team Texas and Benemax Employee Leasing, both of which were founded by the company's president and chief executive officer, Dennis L. Baker, in 1990 and 1992, respectively. The company's stock trades on the Over-the-Counter Bulletin Board and is not a reporting company for Securities and Exchange Commission purposes.

Safe Harbor Statements under the Private Securities Litigation Reform Act of 1995. This release contains, in addition to historical information, forward-looking statements about the company and a future acquisition. The forward-looking statements were prepared on the basis of certain assumptions which relate to the expectation that the transaction will be completed. Even if the assumptions prove to be accurate and appropriate, the outcome may differ from the expectations cited herein due to a number of factors including the number of leased employees and clients.