Good morning, ladies and gentlemen. Thank you for standing by. Welcome to the Rollins Inc. fourth quarter 2008 conference call. During today’s presentation, all parties will be in a listen-only mode. Following the presentation, the conference will be open for questions. (Operator instructions) This conference is being recorded today, Wednesday, January 28th, 2009. I would now like to turn the conference over to Marilyn Meek with the Financial Relations Board. Please go ahead ma’am.

Thank you. By now you should have all received a copy of the press release. However, if anyone is missing a copy and would like to receive one, please contact our office at 212-827-3777. We will send you a release and make sure you are on the company’s distribution list. There will be a replay of the call which will begin one hour after the call and run for one week. The replay can be accessed by dialing 1800-405-2236 with the pass code of 11124781. Additionally, the call is being web cast over www.viavid.com and a replay will be available for 90 days. On the line with me today are Gary Rollins, President and Chief Executive Officer; and Harry Cynkus, Chief Financial Officer and Treasurer. Management will make some opening remarks and then we’ll open up the line to your questions. Gary, would you like to begin?

Yes, thank you Marilyn. Good morning and thank all of you for joining our fourth quarter and year end 2008 conference call. Harry will read our forward-looking statements and disclaimer and then we will begin.

Thanks, Gary. Our earnings release discusses our business outlook and contains certain forward-looking statements. These particular forward-looking statements and all other statements that may be made on this call excluding historical facts are subject to a number of risks and uncertainties and actual results may differ materially from any statement we make today. Please refer to today’s press release and our SEC filings, including the risk factor section on Form 10-K for the year ended December 31, 2007, for more information on the risk factors that could cause actual results to differ.

Thank you, Harry. In what has been a most turbulent year business wise I am gratified to report that we achieved an increase in revenues and profitability for both our fourth quarter and the full-year. In fact we reached a milestone in our company's history having recorded a little over $1 billion in revenues for 2008. We also reported our eleventh consecutive quarter of improved earnings results. Revenues for the quarter grew 14.9% and less than 1% excluding HomeTeam's contribution. I will expand on that in a few minutes. For the full-year revenues increased 14%. Excluding HomeTeam's revenues for the year it – we increased 3%. While we normally do not address our Canadian operations in detail I believe it is important to discuss it this quarter. We continue to enjoy steady organic growth in Orkin and PCO Services. However, the volatility of the exchange rate this last quarter clouds the picture of our consolidated revenue. Specifically PCO Services enjoyed over 5% real growth this quarter. However, as a result of nearly 20% decline in the Canadian dollar in the fourth quarter our reported Canadian revenues declined 14.1%. This lowered Rollins’ overall revenue growth. Looking at total revenue excluding HomeTeam and our Canadian currency hit, we experienced 1.6% growth. Our residential pest control service offering including HomeTeam grew almost 29% for the quarter while termite increased 19.5%. Excluding HomeTeam both of these service lines declined slightly growth wise compared to last quarter. Harry will provide more detail shortly. (inaudible) new sales slowed in October and November across all business lines. Compared to the same period a year ago we saw an increase in sales in December in all categories though not enough to make up for the previous two months. Clearly an indication that unlike retail our other business dependent…

Thank you Gary. We continue to receive enquiries asking is your business really recession resistant. As you can see from our earnings release earlier this morning we are producing results that are counter to the vast member of public companies reporting. While revenue growth has slowed, earnings remain strong and for the year we produced the highest revenue and profits in the company's history while generating strong cash flows, probably the best indicator of the business’ health. Someone told me this quarter that zero growth in sales and earnings is equivalent to an old plus 20. Well, we did better than zero but it sure doesn't feel like any plus 20. As Gary said our December was a killer for most businesses was the best month improvement wise in our quarter. We just wish it was a bigger month. Let us review the quarter’s details. Revenue for the first quarter grew 14.9%; revenues totaled $248 million compared to $216 million for the fourth quarter last year. Net income for the quarter is $12.6 million as compared to $11.9 million last year, a 5.2% improvement. While diluted earnings per share this quarter is $0.13, an 8.3% improvement over the $0.12 reported last year in the fourth quarter. Another important measure, earnings before interest, taxes, depreciation and amortization, EBITDA, was $30.9 million increasing 28.4% over the fourth quarter last year. EBITDA grew faster than net income due to $1.9 million of amortization of intangibles relating to this year’s HomeTeam acquisition. I think as EBITDA improvement as a result of acquisition amortization, a little different than capital intensive companies with high depreciation constantly having to reinvest their cash for plant and equipment. HomeTeam Pest Defense contributed revenues of $31.7 million for the quarter and $98.9 million year-to-date. Excluding the impact of HomeTeam revenue…

Thank you Harry. We are now ready to open the call for any questions that you might have.

Jamie Famalette – Sidoti & Company: Gary, Harry. Good morning.

Good morning.

Good morning. Jamie Famalette – Sidoti & Company: Harry, I'm not sure I saw this in the release and I don't recall you mentioning it in your prepared remarks what was CapEx all in for 2008, do you have an approximate number?

Including CapEx from acquisitions it was right around $15 million. Jamie Famalette – Sidoti & Company: And is – pardon me, a rough guess for what 2009 might look like?

I would give you a range right now $14 million to $18 million. Jamie Famalette – Sidoti & Company: Okay, so it is similar, all right.

Similar. Jamie Famalette – Sidoti & Company: Thank you and Gary, you spent a little bit of time talking about the franchise programs earlier in your prepared remarks, can you talk a little bit about the differentiation between your strategy within North America versus outside of North America and obviously you mentioned Kuwait, I was just curious for your thoughts.

Well it is quite a different. In the United States or North America we only will select proven pest control operators as franchisees. Most (inaudible) these are working alone now. We have always you know, before the franchise program lost 6 or 7 managers because they just wanted to go into business for themselves and pursue their entrepreneurial spirit. And so we have a pretty good stream of franchisees and as a result they are familiar with Orkin, they keep their uniform; they keep their vehicles on their own vehicles et cetera. So it is a very smooth transition and we also have a kind of a guaranteed buyback situation at different milestone dates, 7 years, 10 years, something in that nature. They are required to sell their business to us at a predetermined price and this really works well for both sides because quite often these people are, you know, by the time they get into the program are in their 50s or early 60s and they are really looking for an exit to the business as well and they've got a guaranteed purchaser. This represents, I guess, about 32 – they do about $32 million you know, we had a couple each year. They pay us the 6% royalty and subsidize some other things like advertising and training. The domestic, I mean the international dealers is quite different in that we are looking for successful business people in these foreign locations typically people that are in service related industries, janitorial or cleaning business, route delivery type businesses. Recently, one I think the Turkey franchisee was in the snack food delivery business. People that kind of understand getting a service person to the right place at the right time and of course, we take our money. We are not copartners. On the start ups, you know, they are given fixed amounts that they have to pay us and then after they mature they get more on a percentage basis. Jamie Famalette – Sidoti & Company: Okay, thank you very much. I appreciate that and I will get back in the queue, thanks.

Okay, thanks.

Thank you. Our next question is from the line of Clint Fendley with Davenport & Company. Please go ahead. Clint Fendley – Davenport & Company: Thank you. Good morning Gary and Harry.

Good morning Clint. Clint Fendley – Davenport & Company: The first question, the pension accrual on the balance sheet any thoughts Harry as to the timing and amount of any potential cash contribution to your?

We have been contributing $5 million a year for each of the last several years. We are working with our actuary now to determine clearly what the requirements will be in ’09 that we went from an actuary overfunded status to about 86% funded status and you know, we need to make some long-term decisions in terms of sourcing that gap, the government's laws have changed in terms of requirements. We do still have some credits available. So I can say the contribution won’t be less than $5 million that is clear. Whether we will need to increase it to $10 million hasn't been determined. It will take probably at least 5 and I don't know how much more but it shouldn’t be dramatic in terms of a demand in our free cash flow. Clint Fendley – Davenport & Company: Okay, great thank you. That is helpful and then I may have missed it but the DSOs for the quarter, were there any noticeable changes there?

No, you know the – I don't have it right handy but it is less than I think we are actually at decreases in some of the operations but in the largest of operations, Orkin, it was up less than a day. Clint Fendley – Davenport & Company: Okay great and the final question, any idea as to the EPS benefit that we might have for 2009 if the fuel prices stayed at this level for the entire year?

It stays at this level, let us say, that is going out on the limb, as volatile as it has been but it is – in terms of EPS if the – I can give you a range because I wish I could tell you what fuel is going to do but anywhere from $0.03 to $0.07 impact. It is – I just don't feel comfortable projecting fuel prices. Lot of people lost lot of money last year. Clint Fendley – Davenport & Company: Understood. Thank you and good job in a very difficult climate here. Thanks guys.

Thank you.

(Operator instructions)

Harry, I hope this is a good sign.

Our next question is from the line of (inaudible) pardon me, I am sorry, Garo Naruein [ph] with Blackrock. Please go ahead. Garo Naruein – Blackrock: Hi, I just wanted to ask a little bit more about this acquisitions environment and it sounds like there is certainly an increase on the conversations perhaps going on and I want to get sense of as far as prices paid, how does that compare today versus maybe 12 months ago over a longer period of history?

Well, you know, the fuel cost earlier climbed early in the year startled a lot of operators and had them come and take a harder look about whether they need to this was the time to sell or not. We saw a kind of an uptick at that point and of course from an economic point of view there is nothing and really has taken place it has been favorable. So I think there is definitely a lot more people, we are getting more enquiries. I think we have proven ourselves to be the acquirer of choice because we really are not heavy-handed with the company that the companies that we acquire. So, you know, we've got great references when they contact Western or even as recently as HomeTeam. So, we are very optimistic. We think that there are a lot of people that – this is just kind of the push that they need to make the sale decision. Price-wise, I think prices have gone down. Some of the people that were spending money – in our determination fairly loosely are no longer pursuing acquisitions. You know, we pretty much held to our guns and didn't feel like we could chase some of the amounts that were being paid. So I really think that we pretty much – we are in a good position that you know, to really buy some of these businesses at a very good value. Garo Naruein – Blackrock: Great and just historically what kind of multiples have you guys had.

The business is kind of funny because typically it has been sold on a multiple of revenue. You know, there is quite a bit of (inaudible) in some of these smaller companies and multiples of revenues have been kind of the way that businesses have been placed. Our models are far more sophisticated than that. We really look at what is going to happen to the business after we own it and so there is a lot of things that really kind of determine our value, how profitable it is at that time, what are some of the expenses that are going to disappear when a person sells and so, you know, I think you can convert that if you wanted to kind of back into the percentage of revenue that could be probably anywhere from $0.80 to maybe $1.10. But typically historically once you restate the amount to the EBITDA, 6 to 7 times EBITDA and obviously there are variations in that. Garo Naruein – Blackrock: Great, thanks very much.

Thank you.

Thank you, our next question is from the line of Patrick Stowe with Priority Capital. Please go ahead. Patrick Stowe – Priority Capital: Thanks, good morning.

Good morning. Patrick Stowe – Priority Capital: I just wanted to clarify; did you say that termite claims were down 40% year-over-year?

That is correct. Patrick Stowe – Priority Capital: So that – does that make it $7.5 million for the year?

Yes. Patrick Stowe – Priority Capital: Any idea what the provision for ’09 on that will be? I'm just looking back I mean in 2006 that was a $17 million charge. So, obviously it has dropped significantly.

Yes and the provision should match pretty close in ’09 we expect to claim levels and we are hoping that and looking to reduce the number of claims in ‘09 from ‘08. I don't think we can expect another 40% reduction but by the same token the number of new claims last year was down significantly from the year before, the number of open claims was down as well. So, we think the number should continue to trend down but certainly we can’t keep that pace up. Patrick Stowe – Priority Capital: I mean is it just an issue where the old termite applications aren’t really as much of an issue any more? And what are the trends driving that really?

I think the largest trend is that back in the late 90s we went from lifetime repair contracts to term contracts and you know, we've been able to do a good job in matching the efficacy of the contract with the term of the contract, and you know as a result we're seeing a reduction. In addition you know based on lot of actuarial work that we did as we felt a matrix. So we're much more – much smarter in imagining the risks that we will incur soon. We know what home type constructions are problematic and what not. So lot of work over the years that have all contributed to the trend. Patrick Stowe – Priority Capital: Well I appreciate the color and good luck to you.

Thank you.

Thank you.

Thank you. (Operator instructions)

Well, thank you all for joining today's call and your interest in Rollins and we look forward to participate. We have a late question, okay.

Excuse me, would you like to take the questions sir?

Yes.

That question is from the line of Tom Quinn [ph] with Deutsche Bank. Please go ahead. Tom Quinn – Deutsche Bank: Hi. Thanks for taking my question. Two quick ones. How do your contracts work if a restaurant has a chain and they close a few units, you get revenue per store or just the contract stays the same?

We would lose the revenues that went with the stores that closed. Tom Quinn – Deutsche Bank: Okay. And the –

I like it your way though. It is better. We can’t get them to stand for that. Tom Quinn – Deutsche Bank: Okay and then you know I have listened to lot of conference calls where you know, lot of managements talk about how bad the economy is and they are going line by line through their costs trying to reduce some, and I understand in your business how you know it is contractually set up and how regulations have acquired your services in some cases but have any businesses come back to you not trying to cancel or anything like that but just trying to ask for a better price?

Oh sure. I mean you know typical national – national accounts you know do. We have a little bit of room in that we can if it's a non-food type of account it has no food sales or service or whatever we can make some adjustments sometimes with the service frequency because you know, you can certainly under some circumstances if they have no pest and we've remedied their pest problems and we sometimes can look at if there are twice a month customers sometimes we can reduce that to once a month but we're not involved in any price reductions or anything of that nature I mean it's just taken a long time to get our prices up and so we're pretty firm about holding the line. Tom Quinn – Deutsche Bank: Okay, all right. Thank you very much.

Thank you.

Thank you and we do have a question from the line of Andrew Mahoney [ph] with Green Arrow [ph]. Please go ahead. Andrew Mahoney – Green Arrow: Hi, thanks. Actually I just have one question. Can you quantify what earnings per share accretion were from the HomeTeam acquisition in 2008?

No. We typically don't break up the earnings of our various operating divisions but it was as we mentioned mildly accretive. Andrew Mahoney – Green Arrow: Okay, and cost synergies should accelerate in 2009 for that one property, the acquisition?

Yes, we have – as we said in some previous calls you know we set out a four-year plan and model that we believe we could bring their margins up to equal to what the margins in our other operating businesses are excluding the impact of the intangibles and they are operating well ahead of schedule and we believe we have opportunities to further improve their margins. Andrew Mahoney – Green Arrow: Okay thank you.

Thank you and there are no further questions at this time. I would like to turn it back to management for any closing comments.

Okay, well thank you again for joining our call and your interest in Rollins. We look forward to your participation on our next quarter’s call. Thank you.

Thank you ladies and gentlemen. This does conclude the Rollins Inc. fourth quarter 2008 conference call. If you would like to listen to a replay of today's conference you can dial 303-590-3000 or you can dial 1800-405-2236 and enter the access code 111-24-781 followed by the pound sign. We thank you for your participation. You may now disconnect.