OVERVIEW

We are a leading provider of consulting, engineering, program management, construction and technical services focusing on resource management, infrastructure and the environment. We serve our clients by providing cost-effective and innovative solutions to fundamental needs for water, environmental and energy services. We typically begin at the earliest stage of a project by applying science to problems and developing solutions tailored to our clients' needs and resources. Our solutions may span the entire life cycle of the project and include applied science, research and technology, engineering, design, construction management, construction, operations and maintenance, and information technology.

We derive our revenue from fees for professional, technical, project management and construction services. As primarily a service-based company, we are labor-intensive rather than capital-intensive. Our revenue is driven by our ability to attract and retain qualified and productive employees, identify business opportunities, secure new and renew existing client contracts, provide outstanding services to our clients and execute projects successfully. We provide our services to a diverse base of federal and state and local government agencies, as well as commercial and international clients. The following table presents the approximate percentage of our revenue, net of subcontractor costs, by client sector:

                                                    Fiscal Year
               Client Sector                 2009      2008      2007
               Federal government            45.3%     43.3%     43.9%
               State and local government    15.0      17.8      20.2
               Commercial                    32.2      37.9      35.0
               International(1)               7.5       1.0       0.9

                                            100.0%    100.0%    100.0%

º (1)
º Includes all revenue generated from our foreign operations and revenue generated from our international clients that is performed by our domestic operations. Revenue related to projects performed by our domestic operations in foreign countries for U.S. federal government and domestic commercial clients was reported as part of our U.S. federal government and commercial client sectors, respectively.

In the first quarter of fiscal 2009, we began reporting under four new reportable segments with reclassification of the prior year segment results to conform to the new basis of presentation. Each of the new reportable segments is comprised of similar activities that focus on the services it provides, the markets it serves, the distribution method of its services, its contracting mechanisms, the organization and execution of its projects, the education and discipline of its workforce, and the metrics by which its client projects and staff are measured. In addition, each of our operating groups, which are also our reportable segments, is managed by its own president, who has responsibility for the segment's reporting units. Each segment president directly reports to our Chief Executive Officer, who is our CODM. The CODM regularly reviews the four reportable segments, allocates resources to these segments and assesses each segment's performance. The reportable segments are as follows:

Environmental Consulting Services. ECS provides front-end science and consulting services and project management in the areas of water resources, groundwater services, watershed management, mining and geotechnical sciences, environmental management, and information technology and modeling consulting.

Technical Support Services. TSS advises clients through the study, design and implementation of projects. TSS conducts research in the areas of remedial planning, disaster management, sustainable solutions including climate change and carbon management, technical government staffing services, and program management for complex U.S. federal government and international development projects.

Engineering and Architecture Services. EAS provides engineering and architecture design services, including LEED services, together with technical and program administration services for projects related to water infrastructure, buildings and land development, and transportation.

Remediation and Construction Management. RCM provides a wide array of services, including program management, engineering, procurement and construction, construction management, and operations and maintenance. RCM is focused on federal construction, environmental remediation including UXO and wetland restoration, energy projects including wind, nuclear engineering and other alternative energies, and communications development and construction.

The following table presents the approximate percentage of our revenue, net of subcontractor costs, by reportable segment:

                                                Fiscal Year
                   Reportable Segment    2009      2008      2007
                   ECS                   32.0%     28.0%     29.9%
                   TSS                   22.7      22.4      17.7
                   EAS                   16.9      20.8      23.4
                   RCM                   28.4      28.8      29.0

                                        100.0%    100.0%    100.0%

For more information, see Note 15 (Reportable Segments) of the "Notes to Consolidated Financial Statements" included in Item 8.

Our services are provided under three principal types of contracts:
fixed-price, time-and-materials and cost-plus. The following table presents the percentage of our revenue, net of subcontractor costs, by contract type:

                                                Fiscal Year
                   Contract Type         2009      2008      2007
                   Fixed-price           37.9%     37.1%     33.2%
                   Time-and-materials    41.4      42.3      45.6
                   Cost-plus             20.7      20.6      21.2

                                        100.0%    100.0%    100.0%

BUSINESS TREND ANALYSIS

Management review of fiscal 2009 and outlook for the future. Fiscal 2009 was a very challenging year due to unprecedented weakness in the economy brought about by the global financial crisis that began in 2008. Despite these economic challenges, we continued to deliver solid financial results in fiscal 2009 that reflected improvement compared to fiscal 2008. Our performance was driven by our continuing focus on long-term value creation through the execution of our growth strategy. We invested in business development activities to grow our business organically and made strategic acquisitions to enhance our service offerings and further expand our geographic presence. In addition, we continued to implement and enforce project management policies and programs that focused on contract execution and risk management controls. We also focused on cost control and the strategic management of our

portfolio of businesses. Our cost control efforts helped to mitigate the higher costs we experienced in fiscal 2009 from losses on certain contracts and receivables in certain parts of our commercial business as a result of the economic downturn.

While we foresee a continued period of considerable weakness in the economy and a slow and gradual economic recovery, we anticipate that our revenue will grow modestly in fiscal 2010. In addition, we expect that the U.S. federal government's stimulus plan contained in the American Recovery and Reinvestment Act of 2009 ("ARRA") should provide us with additional business opportunities. However, because the timing and magnitude of any potential benefit to our business from the ARRA are uncertain, we cannot predict how meaningful such contributions may be in fiscal 2010. Our backlog at the end of fiscal 2009 declined 4.0% compared to last fiscal year-end. This decline was caused by funding delays in federal government projects attributed to ARRA-related administrative and contracting burdens placed upon federal government agencies, as well as reduced funding for wind energy projects. We recognize that the economic conditions that have severely impacted both the domestic and international economies could adversely affect our future work for the U.S. federal government, state and local governments, and commercial and international clients, which constituted approximately 51%, 12%, 32% and 5% of our fiscal 2009 revenue, respectively.

Federal Government. Our federal government business grew 7.9% in fiscal 2009 compared to fiscal 2008. The revenue growth resulted from our recent acquisitions and increased activity on our domestic projects with U.S. federal government clients including the DoD, USAID, DOE, FAA, NASA and EPA. However, the wind-down of our Iraq-related projects for the DoD partially offset our growth in fiscal 2009. During periods of economic volatility, our federal government business has historically been the most stable and predictable. Overall, our revenue from federal government projects is anticipated to increase moderately in fiscal 2010. However, we continue to experience some delays in existing and near-term projects due to the diversion of attention to ARRA project planning and contracting efforts at some federal contracting offices.

State and Local Government. Our state and local government business declined 11.1% in fiscal 2009 compared to fiscal 2008. The revenue decline resulted primarily from the continuing difficult economic conditions. Many state and local government agencies are continuing to face economic challenges, including budget deficits, declining tax revenues and difficult cost-cutting decisions. Simultaneously, states are facing major long-term infrastructure needs, including the need for maintenance, repair and upgrading of existing critical infrastructure and the need to build new facilities. The funding risks associated with our state and local government programs are partially mitigated by the regulatory requirements driving some of these programs, such as regulatory-mandated consent decrees, as well as demographic shifts and increasing demand for water and wastewater services. As a result, some programs will generally progress despite budget pressures. We anticipate ongoing economic weakness across most states and remain uncertain regarding the timing and magnitude of ARRA funds that may eventually benefit some of our state and local government business. However, due to significant infrastructure projects that recently commenced, we expect that our state and local government revenue will increase moderately in fiscal 2010.

Commercial. In fiscal 2009, our commercial business grew 0.7% compared to fiscal 2008. The slight revenue growth was primarily attributable to the demand for our wind energy and water services. However, this was largely offset by project delays, cancellations and reduced workload in our real estate development, mining and industrial sectors resulting from the current economic conditions. Overall, we anticipate that our commercial business will decline in fiscal 2010 compared to fiscal 2009 due primarily to the reduced backlog of wind energy projects.

International. Our international business grew $87.0 million, or 497.5%, compared to fiscal 2008 primarily from our Wardrop acquisition in fiscal 2009. To a lesser extent, this growth was driven by demand for our engineering design services overseas. We anticipate that our international business will

continue to grow in fiscal 2010 compared to fiscal 2009. However, global economic weakness could result in lower revenue than anticipated if planned mining or energy projects are delayed or cancelled due to declining commodity and energy prices.

ACQUISITIONS AND DIVESTITURES

Acquisitions. We continuously evaluate the marketplace for strategic acquisition opportunities. Due to our reputation, size, financial resources, geographic presence and range of services, we have numerous opportunities to acquire both privately held companies and subsidiaries of publicly held companies. During our evaluation, we examine the effect an acquisition may have on our long-range business strategy and results of operations. Generally, we proceed with an acquisition if we believe that it would have a positive effect on future operations and could strategically expand our service offerings. As successful integration and implementation are essential to achieving favorable results, no assurance can be given that all acquisitions will provide accretive results. Our strategy is to position ourselves to address existing and emerging markets. We view acquisitions as a key component of our growth strategy, and we intend to use both cash and securities, as we deem appropriate, to fund acquisitions. We may acquire other businesses that we believe are synergistic and will ultimately increase our revenue and net income, strengthen our ability to achieve our strategic goals, provide critical mass with existing clients and further expand our lines of service. Because we typically acquire service businesses with limited tangible assets, our acquisitions generally result in the recognition of goodwill and other identifiable intangible assets.

In the third quarter of fiscal 2007, we acquired DGI, which provides planning, development and construction services for wind energy programs, BRAC projects, and water and wastewater treatment and conveyance facilities to its broad-based clients. This acquisition enables us to provide a wider range of services to our current and prospective wind energy clients, as DGI offers complementary capabilities and client relationships. DGI is part of our RCM segment. In fiscal 2007, we also made other acquisitions that were integrated into our EAS and ECS segments and enhanced our service offerings to clients.

In the first quarter of fiscal 2008, we acquired ARD, which provides applied research, planning, design and implementation services focused on a range of water, energy, environmental and governance challenges. ARD manages large, complex international development projects for its clients, predominantly USAID. This acquisition continues our international expansion as it increases our professional workforce in new geographic areas and technical specialties around the world. ARD is part of our TSS segment. In fiscal 2008, we also made other acquisitions in our EAS and ECS segments that enhanced our service offerings and expanded our geographic presence.

In the second quarter of fiscal 2009, we acquired Wardrop, a Canadian firm that specializes in resource management, energy and infrastructure design and is part of our ECS segment. This acquisition significantly expanded our worldwide presence, adding 13 offices throughout Canada and offices in the United Kingdom and India. In fiscal 2009, we made other acquisitions in our ECS, TSS and RCM segments that expanded our service offerings to broad-based clients, including USAID.

For analytical purposes only, we categorize our revenue into two types:
acquisitive and organic. Acquisitive revenue consists of revenue derived from newly acquired companies that are reported individually as separate operating units during the first 12 months following their respective acquisition dates. Organic revenue consists of our total revenue less any acquisitive revenue.

Divestitures. To complement our acquisition strategy and our focus on internal growth, we regularly review and evaluate our existing operations to determine whether our business model should change through the divestiture of certain businesses. Accordingly, from time to time, we may continue to divest certain non-core businesses and reallocate our resources to businesses that better align with our long-term strategic direction. In fiscal 2007, 2008 and 2009, we did not have any divestitures.

RESULTS OF OPERATIONS

Overall, our results for fiscal 2009 improved compared to fiscal 2008 due to our focus on organic growth and the strategic acquisition of firms that enhanced our service offerings and expanded our geographic presence. Our growth was primarily driven by our recent acquisitions and increased activity on BRAC, USAID and other domestic federal government programs. In addition, demand for our wind energy, water, and engineering and development services by commercial clients fueled our organic growth. The overall growth was partially offset by the wind-down of our Iraq-related projects with the DoD, the completion of several large contracts, funding and contract delays, and cancellations by certain commercial, and state and local government clients as a result of the continuing difficult economic conditions.

Fiscal 2009 Compared to Fiscal 2008

Consolidated Results

                                                     Fiscal Year Ended

                                   September 27,     September 28,           Change
                                       2009              2008             $           %
                                                      ($ in thousands)
Revenue                            $    2,287,484    $    2,145,254   $  142,230       6.6 %
Subcontractor costs                      (901,347 )        (899,709 )     (1,638 )    (0.2 )

Revenue, net of subcontractor
costs                                   1,386,137         1,245,545      140,592      11.3
Other contract costs                   (1,108,512 )        (991,358 )   (117,154 )   (11.8 )

Gross profit                              277,625           254,187       23,438       9.2
Selling, general and
administrative expenses                  (155,736 )        (147,787 )     (7,949 )    (5.4 )

Income from operations                    121,889           106,400       15,489      14.6
Interest expense-net                       (2,684 )          (2,987 )        303      10.1

Income before income tax
expense                                   119,205           103,413       15,792      15.3
Income tax expense                        (32,177 )         (42,507 )     10,330      24.3

Net income                         $       87,028    $       60,906   $   26,122      42.9 %

The following table presents the percentage relationship of certain items to our revenue, net of subcontractor costs:

                                                         Fiscal Year Ended
                                                  September 27,      September 28,
                                                      2009               2008
  Revenue, net of subcontractor costs                      100.0 %            100.0 %
  Other contract costs                                     (80.0 )            (79.6 )

  Gross profit                                              20.0               20.4
  Selling, general and administrative expenses             (11.2 )            (11.9 )

  Income from operations                                     8.8                8.5
  Interest expense-net                                      (0.2 )             (0.2 )

  Income before income tax expense                           8.6                8.3
  Income tax expense                                        (2.3 )             (3.4 )

  Net income                                                 6.3 %              4.9 %

Revenue and revenue, net of subcontractor costs, increased due to our strategic acquisitions, particularly Wardrop, which enhanced our international business. In addition, our U.S. federal government business grew as a result of increased activity on BRAC, USAID, DOE, FAA, NASA, EPA and other domestic projects. We also experienced increased demand for our wind energy, water, and engineering and development services in our commercial business. However, the overall growth was partially offset by the wind-down of Iraq-related projects. To a lesser extent, we experienced revenue declines in our state and local government business, and in certain areas of our commercial business because of budget and spending constraints.

Revenue, net of subcontractor costs, increased at a higher growth rate than our revenue due to contract mix, because subcontractor services can change significantly from project to project and from period to period. More specifically, we experienced a decline in subcontracting activity, as a percentage of revenue, due to the wind-down of Iraq-related contracts, which were largely subcontracted. Overall, our subcontracting activities remained high due to wind energy, BRAC and certain water programs. Further, our program management activities on U.S. federal government contracts typically result in higher levels of subcontracting that are partially driven by government-mandated small business set-aside requirements.

The increase in gross profit substantially corresponded to the growth in revenue, net of subcontractor costs. As a percentage, gross profit decreased slightly due to increased costs on certain new programs, regulatory and project delays, subcontractor issues, and provision for losses on certain accounts receivable from commercial clients. The percentage decrease was largely mitigated by improved contract performance on a few large fixed-price contracts related to wind energy, water, and engineering and development projects.

The increase in selling, general and administrative ("SG&A") expenses resulted from our business growth, including the additional amortization expense of intangible assets related to our recent acquisitions and higher business development activities. The increase was partially mitigated by lower litigation costs.

Net interest expense decreased due to lower interest expense driven by lower interest rates and lower average borrowings. Similarly, we recognized lower interest income from short-term cash investments due to lower interest rates.

Income tax expense decreased due to a tax settlement with the IRS and the recognition of previously unclaimed R&E Credits based on completed studies and analyses. Our effective tax rates were 27.0% and 41.1% for fiscal years 2009 and 2008, respectively.

Results of Operations by Reportable Segment

Environmental Consulting Services

                                                      Fiscal Year Ended

                                    September 27,     September 28,          Change
                                        2009              2008             $          %
                                                      ($ in thousands)
Revenue, net of subcontractor
costs                               $      443,401    $      348,374   $  95,027      27.3 %
Other contract costs                      (362,303 )        (279,433 )   (82,870 )   (29.7 )

Gross profit                        $       81,098    $       68,941   $  12,157      17.6 %

Gross profit percentage                       18.3 %            19.8 %

The growth in revenue, net of subcontractor costs, was driven by our strategic acquisitions, particularly Wardrop which enhanced our international business. This segment also experienced organic growth in its federal, and state and local government businesses. Further, increased workload on a large environmental engineering and development project for a commercial client contributed to the growth. However, this segment's commercial business declined on an overall basis due to reduced demand for geotechnical and mining services resulting from the economic downturn.

The increase in gross profit largely corresponded to the growth in revenue, net of subcontractor costs. However, on a percentage basis, gross profit declined due to increased costs during the first half of fiscal 2009 on certain fixed-price projects caused by inclement weather, regulatory delays and subcontractor issues. The lower gross profit percentage was partially offset by improved project performance on a large environmental engineering and development project.

Technical Support Services

                                                      Fiscal Year Ended

                                    September 27,     September 28,          Change
                                        2009              2008             $          %
                                                      ($ in thousands)
Revenue, net of subcontractor
costs                               $      314,885    $      279,327   $  35,558      12.7 %
Other contract costs                      (251,480 )        (227,007 )   (24,473 )   (10.8 )

Gross profit                        $       63,405    $       52,320   $  11,085      21.2 %

Gross profit percentage                       20.1 %            18.7 %

The growth in revenue, net of subcontractor costs, was driven by increased demand for our services from the DoD, USAID and other federal government clients. More than half of this growth was contributed by our recent acquisitions. The overall growth was partially offset by a revenue decline in our state and local government business.

The increase in gross profit substantially corresponded to the growth in revenue, net of subcontractor costs. On a percentage basis, gross profit increased as a result of improved project performance on certain fixed-price contracts and our focus on overhead cost control on discretionary expenses.

Engineering and Architecture Services

                                                     Fiscal Year Ended

                                    September 27,     September 28,          Change
                                        2009              2008             $         %
                                                      ($ in thousands)
Revenue, net of subcontractor
costs                               $      234,841    $      259,393   $ (24,552 )   (9.5 )%
Other contract costs                      (187,903 )        (209,387 )    21,484     10.3

Gross profit                        $       46,938    $       50,006   $  (3,068 )   (6.1 )%

Gross profit percentage                       20.0 %            19.3 %

Revenue, net of subcontractor costs, decreased due to weakness in the commercial business resulting from the slowdown in the real estate development and industrial markets. Our state and local

government business also experienced a revenue decline caused by budget and spending constraints. The overall revenue decline was partially mitigated by demand for our engineering design services overseas from our international clients, increased project activity with the DoD and a full-year of revenue in fiscal 2009 from acquisitions in late fiscal 2008.

The decrease in gross profit substantially corresponded to the decline in revenue, net of subcontractor costs. On a percentage basis, gross profit . . .