Good evening and welcome to the Cintas’ third quarter fiscal 2009 conference call. Thank you for joining us. For the quarter ending February 28, 2009, total revenue was $909 million, a 7% decrease from the third quarter revenue of fiscal 2008. Earnings per share were $0.47 versus $0.53 a year ago. The U.S. economy is experiencing a significant and widespread recession. Since the recession officially began in December of 2007, the U.S. economy has lost 4.4 million jobs. Over the last six months alone, we have seen a historical level of job losses with 3.7 million jobs lost, and 2.6 million of these jobs were lost in just the last four months. A significant number of U.S. companies are reducing headcount and closing facilities with approximately 800,000 business customers many of these companies are our customers. Our business is directly impacted by this large number of job losses and facility closures. From an employment standpoint, fewer jobs means fewer uniforms both rented and purchased, less usage of first aid and restroom supplies, and less opportunity for ancillary catalog sales such as shoes and jackets. Facility closures impact our volume of entrance mats, shop towels and linens, restroom cleaning and other facility needs such as fire protection services and even document destruction. Clearly, this is a difficult economic environment. We are aggressively managing our cost structure to maintain our improved margins. We are pleased that despite such a dramatic drop-off in revenue, we remain profitable, generate strong cash flow and maintain a very conservative balance sheet. During the quarter, the company reduced outstanding debt by approximately $85 million reducing its outstanding commercial paper balance to zero at quarter end. Our ratio of debt to capitalization improved to 25% down from over 30% a year ago. We continue to focus on generating…

Thank you, Bill. Total revenues were $909 million for our third quarter, a 7% increase from the $976 million reported for the third quarter of fiscal 2008. Our year-to-date revenue declined 1% as compared to the first nine months of last year. As mentioned in our earning release and by Bill, the current economic environment continues to impact our revenue. This year's third quarter had the same number of workdays as the third quarter of last year. However, this year's first quarter had one less workday than the first quarter of fiscal 2008. Therefore, our nine-month year-to-date results reflect one less workday than the same nine-month reporting period last fiscal year. On a planning note, the fourth quarter of fiscal 2009 will have the same number of workdays as last year’s fourth quarter. Accordingly, fiscal 2009 will have 260 total workdays, one less than the 261 workdays last fiscal year. The number of workdays does have an impact on both revenue and income. Total company internal growth was -7.4% for the quarter. Year-to-date internal growth was -1.4%. In addition to the current economic environment, revenue was negatively impacted by 1% due to a weaker Canadian dollar. Let’s discuss our revenue trends in more detail. First as a reminder, we classify our businesses into four reportable operating segments. Rental Uniforms and Ancillary Products, Uniform Direct Sales, First Aid, Safety and Fire Protection Services and Document Management Services. Uniform Direct Sales, First Aid, Safety and Fire Protection Services and Document Management Services are combined and presented as other services on the face of the income statement. Detail for these operating segments is provided in the supplemental data included with the release. The Rental Uniforms and Ancillary Products operating segment consists of the rental and servicing of the uniforms and other garments, mats,…

Thank you. The question-and-answer session will be conducted electronically. (Operator Instructions). And we'll take our first question this afternoon from Andrea Wirth with Robert W. Baird. Andrea Wirth – Robert W. Baird & Co., Inc.: Good afternoon.

Hi, Andrea. Andrea Wirth – Robert W. Baird & Co., Inc.: One of you could first start by addressing the margins, the EBIT margins within the Rental division. I think your margins are up about a 130 basis points year-over-year something about 80 basis points of that was due to lower fuel costs. So you are still up above 50 basis points year-over-year despite the volumes being down 4%. Just wondered if you could put this in terms of your cost cutting because I’m wondering you feel at this point you maybe cutting a little bit too deeply. Just given that the fact that the margins are still up despite lower volumes or do you feel like you’ve actually cut in anticipation of what we are expecting to be even worse volumes next quarter and therefore maybe your headcount reductions are fairly well taken care of at this point?

You are talking about our rental margins? Andrea Wirth – Robert W. Baird & Co., Inc.: Yeah, rental margins.

I would say that we do not and I'll think whether we’ve cut too much. Some of the benefits certainly was energy as I mentioned. We are aggressively looking at our cost structure. We’ve certainly reduced headcount. We’ve looked at more controllable costs such as supplies and thinks of that nature. But given depreciation levels and given material cost that typically amortize over 18 months, you can’t adjust completely, I think the biggest component was we saw some benefit from the energy costs. Andrea Wirth – Robert W. Baird & Co., Inc.: And then I guess just trying to understand a little bit more though even despite the energy, your margins are still up with volumes down 4%. I’m just trying to understand the disconnect between the two?

Andrea, we are doing a lot of things. I guess your question is are we doing too much and your concern is are we going to hurt the company going forward. We don’t think so. We’re looking at efficiencies on consolidating some of the administrative functions. We’ve come up with some ways of doing that. I think heavy business needs to look at every activity that is performed to see and determined if it’s value-added. We are consolidating routes as volume declines we will consolidate customers and have fewer routes, but that doesn’t mean that we won’t be able to add those routes back when business improves. So, we feel what we are doing is prudent. I would not be concerned that we are cutting too deep and that we’re going to hurt ourselves and what we are probably doing is becoming a much more streamlined efficient company and as business conditions improve whenever they do we feel like we will be in great shape.

Also in our business is where growth is pretty expensive and when the growth pulls back a little bit, you don’t have the selling cost, you don’t have which is not in that line, but certainly the new material cost flows through that line. Certainly you are maintaining those routes as Bill indicated where you have some excess capacity that in the growing market you use up pretty quickly and we pull back on that route structure, given the realities of today. But we certainly built, we are nimble enough to the turn it the other way and we would love to be able to do if the market returns. Andrea Wirth – Robert W. Baird & Co., Inc.: Fair enough. And then just as looking at your actual savings as far as it sounds like you said I think you said $15 million this quarter. What was the additional 4% in headcount reduction since last quarter? And given where fuel costs are today, what’s your expectation for savings in 4Q?

Well Andrea, we really don’t know. We are going to watch our revenue line or as everybody noticed we didn’t provide any guidance because we still feel the economic outlook is pretty uncertain. So what we are doing is just managing things on a week-to-week basis and watching our revenue, watching our new business, watching our existing stop ads ratios. And we hope that we will continue to see improvement in margins as we go forward, but it all depends on what happens with that top line and how quickly things happened with the top line? Andrea Wirth – Robert W. Baird & Co., Inc.: Sure, okay. And then when you go to look at the Document Management segment margins just a little bit further about 7.7%. Would you expect that to generally be the floor at this point just given were scrap paper prices are currently assuming that there is really no change in general, which you are seeing on the revenue growth side. Would you think that’s the floor or is there still some potential that margin comes down just given where scrap paper prices are?

I think that the paper price did not move much during quarter. We don’t seen any of that going further now paper prices could move again, but we had a full quarter at the lower level.

The other thing it could impact that on the negative side, Andrea would be of energy costs despite the gain a lot. So, the 7.7% is relatively low but we did have a little energy help there. So all of certain out gasoline where they should backup in this weak environment to $5 a gallon again then that could pressure those margins, but absent energy and I would say an absent is significant decline in the top line, I think we are looking at pretty low historically low margins for the infrastructure that we have in place today. Andrea Wirth – Robert W. Baird & Co., Inc.: Thank you, that’s very helpful.

And our next question will come from Ashwin Shirvaikar with Citi. Ashwin Shirvaikar – Citigroup: Hi, Bill. Hi, Mike.

Hi Ashwin.

Hi. Ashwin Shirvaikar – Citigroup: My question is if we continue losing say 6, 700,000 jobs in the economy per month for the next three, four months. Can you keep in lowering your cost structure to maintain margins and what are some of the incremental things you can do. You already shutdown a couple of operating plants. You’ve taken out jobs in tool processes. So is there a level at which you kind of have to just say this is too much?

Well first let me just clarify Ashwin. The plants we closed down were manufacturing plants where we produce carbon. So we have not shutdown any of our uniform rental facilities to-date. If job losses continue at a very rapid pace, we will be looking at potentially consolidating some of our operating locations, taking some branches that we had setup and maybe converting them to a depot-type situation where we eliminate the administrative functions in the stock room and bring that back to a mother plant. We could also look at where we have multiple plans in the city and temporarily idling one of those to get some efficiency. We also will continue to look at route consolidation we really haven’t been, it takes a long time to consolidate our uniform rental routes because you got to re-tape every garment, and you got to re-route all of the customers and so there is a lot of effort there but that’s ongoing and we are going to get some benefits going forward on that. There are more things that we can do. We are going to make sure though that what we do doesn’t do anything to jeopardize the services we are providing to our customers and doesn’t do anything that gives us a short-term gain at a long-term expense. So I think our management team feels confident that borrowing again, I’ll go back to same thing I used with Andrea, a significant jobs and some sort of costs like energy, these margins are attainable even in the declining revenue environment, which may or may not happen. I just I can’t predict it. Ashwin Shirvaikar – Citigroup: Okay fair enough. And as you look at the first aid safety fire protection, look at the decline in the reserved debt, Mike that you provided some details with segment, but can you breakout how much is say on the first aid side versus the others because first aid was doing fine. You had some issues in the fire protection and so on. So I kind of want to separate out if you will just look out from what used to be a problem before as well?

Well I can tell you that the revenue drop in both of those, it is only one segment and that’s the only way we are going to report it is we are going to report it together. But I can tell you that the revenue drop was slightly more significant in the fire side quarter-over-quarter than it was in the first aid side. Now part of that is this installation business, which we are basically not going to focus on as much as we thought we would before, but the first aid business certainly has had the impact of the lower employment levels and again that will continue to be negatively impacted if employment levels continue to decline. But from a profitability perspective, I think again the fire business had a slightly more dramatic impact on the segment than the first aid and safety business. Ashwin Shirvaikar – Citigroup: Okay, and my last question is with regards to Employee Free Choice Act. If it passes, what’s the likely financial impact on Cintas. We might checks seem to indicate that you guys pay a fair rate, so on those grounds you probably shouldn’t be much of an impact? Is it more you are opposed to it more from a philosophical standpoint or is it the cost?

Our position has always been that we believe that with our employees right to the side whether or not they wanted to be represented by union or not through the secret-ballot election. And if this Employee Free Choice Act passes as it has been introduced into both houses of Congress, the concern we've is that it takes the right away from our employees to both in a secret-ballot election and could enable coercion on the part of Union Bosses to employees to basically create this union environment. And then additionally the other concern we've would be that if that were to happen and the employee and the company and the unions could not negotiate a contract that a federal mediator could come in and impose, what they proceed to be the appropriate work rules, benefit levels and wages for our company and our employees without any knowledge of our industry or competition et cetera. So the way the act is currently proposed is very concerning to us because of those issues. Ashwin Shirvaikar – Citigroup: Got it. Okay, thank you.

We will take our next question from Scott Schneeberger with Oppenheimer. Scott Schneeberger – Oppenheimer & Co.: Thanks good afternoon. Could you guys speak a bit to the pricing environment out there and just what you are seeing on the competitive front?

Yes Scott, this is Mike. I think it's relatively speaking it’s still the same. It has always been very aggressive in the marketplace as we mentioned in the past. Certainly here anecdotal stories in the marketplaces of people becoming more aggressive in different spots, but it's difficult to see that on a full basis. I think certainly as we continue through this, again this downward trend and economic triggers is really been over the last four or five months, six months or really telling off and I think as companies are hurt by that and become potentially more desperate especially smaller players that’s don’t have a capital lose standard. You could see some of that just to get funds flowing through. We haven’t seen a lot yes certainly because pricing has always been pretty aggressive in our marketplace, but we're certainly watching for it. Scott Schneeberger – Oppenheimer & Co.: Sure, and two things. Did I hear you mention anything about pricing increases anywhere and also you did say that retentions have been fairly strong correct?

Retentions have been good and actually our customer satisfaction surveys that we put out indicate that our customer satisfaction is as high as it has been ever been. So that’s doing very well. Our retention levels are good really across all businesses. From a price increase standpoint, we're still getting price increases. It’s always a little easier sometimes when fuels increases, but when fuel cost increase we like it better this way that hurts us more when those things increase. So we still get on, but is it more difficult environment? Probably a little bit but we haven’t seen a material move there. Scott Schneeberger – Oppenheimer & Co.: Thanks, you said last quarter, you're looking for about negative one from Forex in both three 3Q and 4Q. Still the same outlook based on what you've seen the dart aiming in that move?

We didn't indicate that last quarter.

We had that impact this quarter 1% but I don't think we predicted what the exchange rates were going to be. Scott Schneeberger – Oppenheimer & Co.: Yeah. You said I'm reading from the transcript, we expect our revenue growth rates in the third and fourth quarters to be negatively impacted by approximately 1%?

No it would continue at that level.

We’ll see what happens.

There is no movement really in the third quarter. Scott Schneeberger – Oppenheimer & Co.: Okay, I'm clear. Now as you mentioned Mike there obviously, some of your competitors are seeing some weakness, the German acquisition obviously, but domestically how closer are we getting the consolidation? Are you seeing attractive multiples the way I read the press release? It seems like you are warming up there and obviously the balance sheets in pretty good shape given the state of the world?

Two things I would say the German acquisition was not a case where the company was in trouble at all that one was in and works for a while and we were very happy to get them. It’s a very good acquisition opportunity for us, the right valuation for us but it was good acquisition. So I don’t think they were impaired at all. The acquisition pipeline here is good. We haven't seen a significant outpouring of that adds to this point but again it has been fairly short in duration. We typically do see some uptick as you get further into it. But again as I mentioned earlier this has been a pretty quick turn in the employment levels. So, we are going to keep a close watch on it and will stay close and we will keep an active department that will reduce all of that space and contact where we can with opportunities, so we will see what happens. Scott Schneeberger – Oppenheimer & Co.: Thanks and share repurchase stocks or we have just other uses of cash coming up prioritization?

I think as we stated in last quarter, right now our objective is to continue to generate cash, keep the balance sheet very strong, position ourselves for whatever the economy deals us and then be ready to really take advantage of opportunities that will present themselves. Scott Schneeberger - Oppenheimer & Co.: Okay, thanks.

And we take our next question from Andre Steinerman with JP. Morgan Securities. Andre Steinerman – JP Morgan Securities: Energy prices stay where they are today. How much would the fourth quarter benefit in terms of margin basis point sequentially in the year?

The last year’s fourth quarter Andrew our energy cost as a percent of sales were 4%. This current quarter they were 3% roughly. So, basically there is a 100 basis points difference there. Andre Steinerman – JP Morgan Securities: Right. So as you gave the quarter, how about like last conference call you gave us the month of November. Has energy cost changed much through the quarter like what was February as a month to give in I will guess the number to last time.

It has been pretty steady through the quarter.

There has been a little fluctuation but not significant. It has been fairly constant.

Last quarter, we had the phenomena, where it kind of happened in mid term, so we want to let people that larger amount was coming in the next quarter. At this point if things stayed the same, it will be probably pretty consistent with Q4. Andre Steinerman – JP Morgan Securities: Okay and then also when thinking about route consolidation and I know you say it takes time. Could you just give us a little more color like beneath the surface about whether route consolidation happens? Is that challenging? Or is in for some customers they are changing, their driver who they have gotten used to?

There are several factors that certainly is one. Changing who the customer deals with you want to be very careful with that. The logistics of re-taping all of those garments. Remember we have 11 sets of uniforms for every employee at our customer’s location and if you change the route and the route there, you got to change the label, the barcode on there. So that takes some time to go through. We've done these before. We've always had some re-routing in our company primarily used to be because we were growing so much. No now, it’s a little bit different and that we are trying to just make sure that our routes remain efficient and have enough volume on them to continue good margins. So this is not a new phenomenon for us to do it. It’s just something that is the reasons why we're doing it or different than what they used to be. Andre Steinerman – JP Morgan Securities: Okay. And is the route consolidation also happening in the other service lines, shredding and fire and first aid?

Well absolutely. Every route-based business is looking at opportunities to maintain a certain level of revenue per route and in the declining environment as this is the case with everything other than shredding, we are certainly doing that. But even in shredding, we are looking at ways to make those routes more efficient, and if it means re-routing that’s a pretty easy thing to do and we're doing it. Andre Steinerman – JP Morgan Securities: Right, any thoughts on making more hybrid routes, I know you like to keep separate trucks for separate business?

That will be very difficult to do that. We certainly do in the rental division with entrance mats and mops this is a nature on some uniform. Andre Steinerman – JP Morgan Securities: Right.

But the goal across business lines we do onsite trading. We can trade documents and have uniforms whether you can't put first aid supplies, which has more inventory on the truck. So it’s really you really cant do that. Andre Steinerman – JP Morgan Securities: Okay perfect. Thank you so much.

Welcome.

Thanks.

Gary Bisbee with Barclays Capital, your line is open. Gary Bisbee – Barclays Capital: Hey guys good afternoon.

Hi Gary. Gary Bisbee – Barclays Capital: I guess, let me ask a little bit about uniform sales business. Any sense how much further the sales could fall and I guess what I am wondering is there sort of an underlying part of this business within that is, that you feel pretty confident repeat business that isn’t getting postponed or is a lot more of that potentially at risk if things remains challenging over the next six months?

Well Gary, it really comes down to you look at the different segments of that business serves and what happens with those customers. So let’s break down a little bit. The Las Vegas gambling industry is not going to go away. They are going to, if they continue to have the problems they have an attracting people to come out to Las Vegas, they are going to continue to downsize their organizations. Now the people that are left will still have to replace uniforms because those large companies are very protective of their image and Caesar’s Palace or the Bellagio are not going to led their employees run around in uniforms that don’t look good. So there will be that underlying repurchase of uniforms for the employees that remain onsite. The problem is that many of those big properties though are going to postpone or delay any renewal, any big renewed, renewal of their uniform programs. So, we are not going to get that. Hotels, same thing, as their number of guests decline, they are going to reduce their headcount, but they will continue to replace uniforms because they don’t want their employees again to destroy the image of the hotel. We are not seeing a whole lot of new opening of hotels and that always has been a nice little steady stream of income as they open new hotels but that seems to have really been reduced, so that will be an issue. Now the other side, we also have uniforms that we sell to large companies and it really comes down to what type of business they are in. If they are in business where they are hurting and reducing headcount, they are going to give us, we got the same experience with them as we do with the Las Vegas casino or the big hotel. If on the other hand, they are in some industries that are doing fairly well and maybe can take advantage of lot of this stimulus money and that sort of thing, they will continue to be good buyers of uniforms. So, all-in-all though in this environment, the decline that we've seen to these levels have been basically unprecedented and unless we see a pickup in the not too distant future, kind of a steady state of where we at right now in the direct sale businesses is not beyond the realm of possibility or it could even decline a little bit further. Gary Bisbee – Barclays Capital: Okay. But it's safe to assume in this quarter there were a large number of this big upgrading of programs. So, this would be a lot of ongoing business?

That will be a pretty safe assumption. Yeah. Gary Bisbee – Barclays Capital: Yeah. Okay and then are there any costs to pullout here if it does continue to bleed a bit lower or could this business actually lose reasonable amount of money if that remains this challenge?

I'm not sure we are going to lose a lot of money. I think there are other costs to pullout. You just got to be careful before you start pulling those triggers just to make sure how long the downturn is going to be, because we've got a lot of investment into people and train people and relationships but as we detect that we can’t continue to be profitable in that segment we have to adjust the cost structure accordingly. We have our very large distribution network that services those customers. Obviously, if we need to we could consolidate distribution centers that would be a fairly dramatic move because again that would be disruptive and costly, but in a protracted downturn we could take steps like that. Gary Bisbee – Barclays Capital: Okay. And then just I guess, can you give us any sense how much of the incremental cost savings you achieved in the quarter. So that’s going from 5% headcount to 9%. Was that late in the quarter so, we might have a bit more reduction in cost as we move into the next one?

You’ll have some reduction in cost as we go forward because some of that activity actually took place throughout the quarter. There were some severance that was paid. So, some of those benefits will, there will be a greater benefit of that into the fourth quarter. Gary Bisbee – Barclays Capital: Okay. And just take one last point in, the $4 million of severance and other what sounds to me like sort of one-time charges and costs touched up, can you give us a sense what line items that was most evident in rental or was it more evenly spread?

It would have been probably more in the other services side. Gary Bisbee – Barclays Capital: Okay. All right. Thanks a lot.

Sure.

Greg Halter with Great Lakes Review. Gregory Halter – Great Lakes Review: Yes good afternoon.

Hi Greg. Gregory Halter – Great Lakes Review: On the SAP system, just wondered if you could provide us a status update there. I know it’s a multiyear effort but I’m wondering how that’s going so far?

It’s going fine so far. It is a multiyear effort. Our first conversion of any part of it doesn’t going to take place for several more months. It is obviously a complex project but we knew that going in. We are still confident that it is a project that will pay the benefits longer-term that we need to have and that we are focussing on our financial systems and our global supply chain initially. Gregory Halter – Great Lakes Review: Okay, and would there be additional CapEx in fiscal 2010 related to that?

The majority of CapEx will have been spent in fiscal '09. There will be a moderate amount but it's much less than what we've incurred in '09. Gregory Halter – Great Lakes Review: Okay, and in your Document Management Business I think you had mentioned you had a floor on the recycled paper or used paper, whatever I’m going to call it, pricing is that still the case?

Yes it is. Gregory Halter – Great Lakes Review: And we've actually noticed an increase in some of these like assorted office paper and so forth over the last several months, a slight increase, which at least there is something moving in the right direction there?

Right. We haven’t and we were fortunately before was above what the spot price was. So as the spot price picks up, it’s just getting closure to where we are at anyway but certainly that will be a good sign if that continues to go up. Gregory Halter – Great Lakes Review: And what have to go above that floor for you do see a benefit on the pricing side?

Right. If it goes up it’s just an encouraging sign that there is a demand out there and that maybe that’s a indication that things are going to get better so. Gregory Halter – Great Lakes Review: And then the hurricane, have any impact on the top line in this quarter? I think as you had indicated in the last quarter?

No, not on this quarter. It did not. Gregory Halter – Great Lakes Review: Okay, and related to the German acquisition. Is that management team, I guess led by Mark Metzlaff. remaining in place there?

Absolutely, yes. They are Cintas employees now and I’ve met Mark and he is a great guy and I think we are going to have a great relationship going forward with them. Gregory Halter – Great Lakes Review: And when in the quarter did you buy the company?

The last day. Gregory Halter – Great Lakes Review: Okay.

We have no revenue for it. Gregory Halter – Great Lakes Review: All right. And do they have any sort of CapEx needs that would be an increase over what you see here for your business in the U.S.?

It wouldn’t even show right now. There are pretty well capitalized, but as we continue to work with them to grow the business they will need to acquire additional trucks, but this is a small business Greg, it’s probably in the neighborhood of U.S.$4 million to U.S.$5 million right now. Maybe it’s around $4 million. So, we are talking relatively small, but we feel very excited about the some of opportunities, so it will be some new trucks that will need to be purchased. Gregory Halter – Great Lakes Review: Okay and that $4 million is per year, correct?

Right. Gregory Halter – Great Lakes Review: Okay, that’s all I have. Thank you very much.

And at this time, we have no other question standing by. I would like to turn the program back to our speakers for any additional or closing comments.

Well I thank you all again very much for joining us and we appreciate the continued interest in our company. We are going to plan on reporting our fourth quarter results in mid-July. We look forward to talking to you then if not sooner. Thank you.

Thank you everyone for your participation on today’s conference call and you may disconnect at this time.