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ADMINISTAFF INVESTS IN STRATEGIC ALLIANCES FOR DEVELOPMENT OF FUTURE SERVICE OFFERINGS

HOUSTON, TX – July 11, 2000 – Administaff, Inc., (NYSE: ASF) a leading Professional Employer Organization (PEO), today announced it has entered into strategic alliances with two Internet-based service companies – Virtual Growth and eProsper. The alliances include equity investments by Administaff, joint marketing initiatives, and the development of future service offerings.

Virtual Growth, an outsourced Internet Business Service Provider for small and medium-sized business (SMBs), delivers outsourced accounting services via the Internet. Under the terms of the marketing arrangement, the companies will work to integrate their online services so mutual clients can access two key business functions – personnel management and bookkeeping/accounting – in a more efficient and cost-effective manner. Administaff will receive a commission for five years on sales referrals closed by Virtual Growth. In addition to the marketing arrangement, Administaff purchased from Virtual Growth a convertible note in the principal amount of $3 million and warrants to purchase Virtual Growth stock.

"Virtual Growth will help us add key functionality to our basic service offering," said Paul J. Sarvadi, Administaff president and chief executive officer. "Now, in addition to gaining administrative relief through our comprehensive personnel management system, our clients can benefit from outsourced accounting services that complement our high-tech/high-touch approach to doing business."

Stephen King, founder and chief executive officer of Virtual Growth, added, "As a leader in outsourced personnel management services, Administaff is the ideal company to expand the integrated service offerings that Virtual Growth will launch in the coming year. This alliance will help small and medium-sized businesses automate and integrate two key components of their back-office operations while removing the burden of building and maintaining accounting and human resource departments."

Administaff’s clients will be able to engage Virtual Growth’s services via bizzportSM, Administaff’s business-to-business and business-to-consumer eCommerce portal. The companies intend to integrate the services for shared clients through Administaff Assistant, the company’s eService platform.

Administaff has also entered into a strategic alliance with eProsper, an Internet-based firm that will provide emerging growth companies with integrated capitalization and stock option management services. Under the alliance, the parties will pursue joint marketing opportunities and the development of integrated services. In addition, Administaff has invested $2.5 million in eProsper Series C Convertible Preferred Stock.

"Many of the high-growth companies in our quality client base are rounding out their employee compensation packages with stock options," said Sarvadi. "We expect this trend to continue, and we anticipate that our clients will appreciate the value-added services provided by eProsper."

Peter Dickstein, eProsper’s president and chief executive officer, added, "This alliance represents a significant growth opportunity for eProsper. We look forward to integrating our services with an industry leader like Administaff."

About Administaff
Administaff is a leading provider of personnel management services for small and medium-sized businesses throughout the United States. The company’s comprehensive Personnel Management System includes employment administration, benefits management, government compliance, recruiting and selection, employer liability management, training and development, performance management and owner support. Administaff ranks number 615 on the Fortune 1000 list and is included for the second consecutive year on Fortune’s list of "America’s Most Admired Companies." The company also ranks number 83 on the Information Week 500 list of leading information technology innovators. Administaff currently has 28 sales offices in 16 major markets. For additional information, visit the company’s web site at www.administaff.com.

Administaff’s eCommerce portal, bizzport, leverages Administaff’s buying power and business relationships to bring a broad range of value-added products and services from best-of-class providers to the premium small business community represented by Administaff’s client base. In addition to Virtual Growth and eProsper, Administaff has alliances with leading companies such as American Express, Aon Enterprise Insurance Services, AT&T, Bank One, Dell, Forrester Research, IBM, MobShop, Inc. and works.com.

About Virtual Growth
Virtual Growth’s mission is to deliver automated and integrated business solutions for small and medium-sized companies so they can enhance productivity and concentrate on core competencies. Virtual Growth’s first solution, Virtual Accountant™, combines an ASP delivery model with outsourced accounting services to provide a cost-effective, proactive accounting solution. The service features Web-based enterprise-class financial software and teams of trained accountants assigned to each client to remove the burden of building and maintaining an in-house accounting department. Founded in 1995, Virtual Growth is privately held and funded by Bessemer Venture Partners, Citigroup Investments Inc., a subsidiary of Citigroup Inc. (NYSE: C), StarVest Partners and Chelsea Capital Partners. For more information, please visit Virtual Growth at www.virtualgrowth.com.

About eProsper
eProsper was founded in 1999 by financial and legal entrepreneurs to capitalize on the increasing trend for emerging growth businesses to outsource financial and administrative tasks. The Company seeks to become the leading provider of Web-based securities management services for emerging growth companies. In addition to Administaff, major investors in eProsper include prominent "strategic" angel investors and leading U.S. law firms that collectively serve nearly 8,000 private and public new economy enterprises.

(Note: The statements contained in this press release that are not historical facts are forward-looking statements 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 Administaff’s direct costs and operating expenses; (iii) the estimated costs and effectiveness of capital projects and investments in technology and infrastructure; (iv) Administaff’s ability to effectively implement its eBusiness strategy; (v) the effectiveness of Administaff’s sales and marketing efforts, including the company’s marketing arrangements with other companies; and (vi) changes in the competitive environments in the PEO industry. These factors are described in further detail in Administaff’s filings with the Securities and Exchange Commission.)