Google (GOOG)

Q4 Financial Highlights

Revenues – Google reported revenues of $6.67 billion in the fourth quarter of 2009, representing a 17% increase over fourth quarter 2008 revenues of $5.70 billion. Google reports its revenues, consistent with GAAP, on a gross basis without deducting TAC.

Google Sites Revenues – Google-owned sites generated revenues of $4.42 billion, or 66% of total revenues, in the fourth quarter of 2009. This represents a 16% increase over fourth quarter 2008 revenues of $3.81 billion.

Google Network Revenues – Google’s partner sites generated revenues, through AdSense programs, of $2.04 billion, or 31% of total revenues, in the fourth quarter of 2009. This represents a 21% increase from fourth quarter 2008 network revenues of $1.69 billion.

International Revenues – Revenues from outside of the United States totaled $3.52 billion, representing 53% of total revenues in the fourth quarter of 2009, compared to 53% in the third quarter of 2009 and 50% in the fourth quarter of 2008. Excluding gains related to our foreign exchange risk management program, had foreign exchange rates remained constant from the third quarter of 2009 through the fourth quarter of 2009, our revenues in the fourth quarter of 2009 would have been $112 million lower. Excluding gains related to our foreign exchange risk management program, had foreign exchange rates remained constant from the fourth quarter of 2008 through the fourth quarter of 2009, our revenues in the fourth quarter of 2009 would have been $196 million lower.

Paid Clicks – Aggregate paid clicks, which include clicks related to ads served on Google sites and the sites of our AdSense partners, increased approximately 13% over the fourth quarter of 2008 and increased approximately 9% over the third quarter of 2009.

Cost-Per-Click – Average cost-per-click, which includes clicks related to ads served on Google sites and the sites of our AdSense partners, increased approximately 5% over the fourth quarter of 2008 and increased approximately 2% over the third quarter of 2009.

2

TAC – Traffic Acquisition Costs, the portion of revenues shared with Google’s partners, increased to $1.72 billion in the fourth quarter of 2009, compared to TAC of $1.48 billion in the fourth quarter of 2008. TAC as a percentage of advertising revenues was 27% in the fourth quarter of 2009, compared to 27% in the fourth quarter of 2008.

The majority of TAC is related to amounts ultimately paid to our AdSense partners, which totaled $1.47 billion in the fourth quarter of 2009. TAC also includes amounts ultimately paid to certain distribution partners and others who direct traffic to our website, which totaled $250 million in the fourth quarter of 2009.

Other Cost of Revenues – Other cost of revenues, which is comprised primarily of data center operational expenses, amortization of intangible assets, content acquisition costs as well as credit card processing charges, decreased to $688 million, or 10% of revenues, in the fourth quarter of 2009, compared to $707 million, or 12% of revenues, in the fourth quarter of 2008.

Operating Expenses – Operating expenses, other than cost of revenues, were $1.78 billion in the fourth quarter of 2009, or 27% of revenues, compared to $1.65 billion in the fourth quarter of 2008, or 29% of revenues.

Stock-Based Compensation (SBC) – In the fourth quarter of 2009, the total charge related to SBC was $276 million, compared to $286 million in the fourth quarter of 2008.

We currently estimate SBC charges for grants to employees prior to January 1, 2010 to be approximately $1.2 billion for 2010. This estimate does not include expenses to be recognized related to employee stock awards that are granted after December 31, 2009 or non-employee stock awards that have been or may be granted.

Operating Income – GAAP operating income in the fourth quarter of 2009 was $2.48 billion, or 37% of revenues. This compares to GAAP operating income of $1.86 billion, or 33% of revenues, in the fourth quarter of 2008. Non-GAAP operating income in the fourth quarter of 2009 was $2.76 billion, or 41% of revenues. This compares to non-GAAP operating income of $2.15 billion, or 38% of revenues, in the fourth quarter of 2008.

Interest Income and Other, Net – Interest income and other, net increased to $88 million in the fourth quarter of 2009, compared to $70 million in the fourth quarter of 2008.

Income Taxes – Our effective tax rate was 23% for the fourth quarter of 2009.

Net Income – GAAP net income in the fourth quarter of 2009 was $1.97 billion, compared to $382 million in the fourth quarter of 2008. Non-GAAP net income was $2.19 billion in the fourth quarter of 2009, compared to $1.62 billion in the fourth quarter of 2008. GAAP EPS in the fourth quarter of 2009 was $6.13 on 322 million diluted shares outstanding, compared to $1.21 in the fourth quarter of 2008 on 317 million diluted shares outstanding. Non-GAAP EPS in the fourth quarter of 2009 was $6.79, compared to $5.10 in the fourth quarter of 2008.

3

Cash Flow and Capital Expenditures – Net cash provided by operating activities in the fourth quarter of 2009 totaled $2.73 billion, compared to $2.12 billion in the fourth quarter of 2008. In the fourth quarter of 2009, capital expenditures were $221 million, the majority of which was related to IT infrastructure investments, including data centers, servers, and networking equipment. Free cash flow, an alternative non-GAAP measure of liquidity, is defined as net cash provided by operating activities less capital expenditures. In the fourth quarter of 2009, free cash flow was $2.51 billion.

We expect to continue to make significant capital expenditures.

A reconciliation of free cash flow to net cash provided by operating activities, the GAAP measure of liquidity, is included at the end of this release.

Cash – As of December 31, 2009, cash, cash equivalents, and short-term marketable securities were $24.5 billion.

On a worldwide basis, Google employed 19,835 full-time employees as of December 31, 2009, up from 19,665 full-time employees as of September 30, 2009.

Q3 Financial Highlights 

Revenues – Google reported revenues of $5.94 billion in the third quarter of 2009, representing a 7% increase over third quarter 2008 revenues of $5.54 billion. Google reports its revenues, consistent with GAAP, on a gross basis without deducting TAC.

Google Sites Revenues – Google-owned sites generated revenues of $3.96 billion, or 67% of total revenues, in the third quarter of 2009. This represents an 8% increase over third quarter 2008 revenues of $3.67 billion.

Google Network Revenues – Google’s partner sites generated revenues, through AdSense programs, of $1.80 billion, or 30% of total revenues, in the third quarter of 2009. This represents a 7% increase from third quarter 2008 network revenues of $1.68 billion.

International Revenues – Revenues from outside of the United States totaled $3.14 billion, representing 53% of total revenues in the third quarter of 2009, compared to 53% in the second quarter of 2009 and 51% in the third quarter of 2008. Excluding gains related to our foreign exchange risk management program, had foreign exchange rates remained constant from the second quarter of 2009 through the third quarter of 2009, our revenues in the third quarter of 2009 would have been $166 million lower. Excluding gains related to our foreign exchange risk management program, had foreign exchange rates remained constant from the third quarter of 2008 through the third quarter of 2009, our revenues in the third quarter of 2009 would have been $297 million higher.

Revenues from the United Kingdom totaled $765 million, representing 13% of revenues in the third quarter of 2009, compared to 14% in the third quarter of 2008.

In the third quarter of 2009, we recognized a benefit of $39 million to revenues through our foreign exchange risk management program.

Paid Clicks – Aggregate paid clicks, which include clicks related to ads served on Google sites and the sites of our AdSense partners, increased approximately 14% over the third quarter of 2008 and increased approximately 4% over the second quarter of 2009.

Cost-Per-Click – Average cost-per-click, which includes clicks related to ads served on Google sites and the sites of our AdSense partners, decreased approximately 6% over the third quarter of 2008 and increased approximately 5% over the second quarter of 2009.

TAC – Traffic Acquisition Costs, the portion of revenues shared with Google’s partners, increased to $1.56 billion in the third quarter of 2009, compared to TAC of $1.50 billion in the third quarter of 2008. TAC as a percentage of advertising revenues was 27% in the third quarter of 2009, compared to 28% in the third quarter of 2008.

The majority of TAC is related to amounts ultimately paid to our AdSense partners, which totaled $1.33 billion in the third quarter of 2009. TAC also includes amounts ultimately paid to certain distribution partners and others who direct traffic to our website, which totaled $229 million in the third quarter of 2009.

Other Cost of Revenues – Other cost of revenues, which is comprised primarily of data center operational expenses, amortization of intangible assets, content acquisition costs as well as credit card processing charges, decreased to $667 million, or 11% of revenues, in the third quarter of 2009, compared to $678 million, or 12% of revenues, in the third quarter of 2008.

Operating Expenses – Operating expenses, other than cost of revenues, were $1.64 billion in the third quarter of 2009, or 28% of revenues, compared to $1.72 billion in the third quarter of 2008, or 31% of revenues.

Stock-Based Compensation (SBC) – In the third quarter of 2009, the total charge related to SBC was $318 million, compared to $280 million in the third quarter of 2008.

We currently estimate SBC charges for grants to employees prior to October 1, 2009 to be approximately $1.2 billion for 2009. This estimate does not include expenses to be recognized related to employee stock awards that are granted after September 30, 2009 or non-employee stock awards that have been or may be granted.

Operating Income – GAAP operating income in the third quarter of 2009 was $2.07 billion, or 35% of revenues. This compares to GAAP operating income of $1.65 billion, or 30% of revenues, in the third quarter of 2008. Non-GAAP operating income in the third quarter of 2009 was $2.39 billion, or 40% of revenues. This compares to non-GAAP operating income of $2.02 billion, or 37% of revenues, in the third quarter of 2008.

Interest and Other Income (Expense), Net – Interest and other income (expense), net decreased to an expense of $7 million in the third quarter of 2009, compared to an income of $21 million in the third quarter of 2008.

Income Taxes – Our effective tax rate was 21% for the third quarter of 2009.

Net Income – GAAP net income in the third quarter of 2009 was $1.64 billion, compared to $1.29 billion in the third quarter of 2008. Non-GAAP net income was $1.88 billion in the third quarter of 2009, compared to $1.56 billion in the third quarter of 2008. GAAP EPS in the third quarter of 2009 was $5.13 on 320 million diluted shares outstanding, compared to $4.06 in the third quarter of 2008 on 318 million diluted shares outstanding. Non-GAAP EPS in the third quarter of 2009 was $5.89, compared to $4.92 in the third quarter of 2008. 

Cash Flow and Capital Expenditures – Net cash provided by operating activities in the third quarter of 2009 totaled $2.73 billion, compared to $2.18 billion in the third quarter of 2008. In the third quarter of 2009, capital expenditures were $186 million, the majority of which was related to IT infrastructure investments, including data centers, servers, and networking equipment. Free cash flow, an alternative non-GAAP measure of liquidity, is defined as net cash provided by operating activities less capital expenditures. In the third quarter of 2009, free cash flow was $2.54 billion.

We expect to continue to make significant capital expenditures.

A reconciliation of free cash flow to net cash provided by operating activities, the GAAP measure of liquidity, is included at the end of this release. 

Cash – As of September 30, 2009, cash, cash equivalents, and short-term marketable securities were $22.0 billion.

On a worldwide basis, Google employed 19,665 full-time employees as of September 30, 2009, down from 19,786 full-time employees as of June 30, 2009.

Q2 Financial Highlights 

Revenues - Google reported revenues of $5.52 billion in the second quarter of 2009, representing a 3% increase over second quarter 2008 revenues of $5.37 billion. Google reports its revenues, consistent with GAAP, on a gross basis without deducting TAC.

Google Sites Revenues - Google-owned sites generated revenues of $3.65 billion, or 66% of total revenues, in the second quarter of 2009. This represents a 3% increase over second quarter 2008 revenues of $3.53 billion.

Google Network Revenues - Google’s partner sites generated revenues, through AdSense programs, of $1.68 billion, or 31% of total revenues, in the second quarter of 2009. This represents a 2% increase from second quarter 2008 network revenues of $1.66 billion.

International Revenues - Revenues from outside of the United States totaled $2.91 billion, representing 53% of total revenues in the second quarter of 2009, compared to 52% in the first quarter of 2009 and second quarter of 2008. Excluding gains related to our foreign exchange risk management program, had foreign exchange rates remained constant from the first quarter of 2009 through the second quarter of 2009, our revenues in the second quarter of 2009 would have been $44 million lower. Excluding gains related to our foreign exchange risk management program, had foreign exchange rates remained constant from the second quarter of 2008 through the second quarter of 2009, our revenues in the second quarter of 2009 would have been $497 million higher.

Revenues from the United Kingdom totaled $715 million, representing 13% of revenues in the second quarter of 2009, compared to 14% in the second quarter of 2008.

In the second quarter of 2009, we recognized a benefit of $124 million to revenues through our foreign exchange risk management program.

Paid Clicks - Aggregate paid clicks, which include clicks related to ads served on Google sites and the sites of our AdSense partners, increased approximately 15% over the second quarter of 2008 and decreased approximately 2% over the first quarter of 2009.

Cost-Per-Click - Average cost-per-click, which includes clicks related to ads served on Google sites and the sites of our AdSense partners, decreased approximately 13% over the second quarter of 2008 and increased approximately 5% over the first quarter of 2009.

TAC - Traffic Acquisition Costs, the portion of revenues shared with Google’s partners, decreased to $1.45 billion in the second quarter of 2009, compared to TAC of $1.47 billion in the second quarter of 2008. TAC as a percentage of advertising revenues was 27% in the second quarter of 2009, compared to 28% in the second quarter of 2008.

The majority of TAC is related to amounts ultimately paid to our AdSense partners, which totaled $1.24 billion in the second quarter of 2009. TAC also includes amounts ultimately paid to certain distribution partners and others who direct traffic to our website, which totaled $218 million in the second quarter of 2009.

Other Cost of Revenues - Other cost of revenues, which is comprised primarily of data center operational expenses, amortization of intangible assets, content acquisition costs as well as credit card processing charges, decreased to $655 million, or 12% of revenues, in the second quarter of 2009, compared to $674 million, or 13% of revenues, in the second quarter of 2008.

Operating Expenses - Operating expenses, other than cost of revenues, were $1.54 billion in the second quarter of 2009, or 28% of revenues, compared to $1.64 billion in the second quarter of 2008, or 31% of revenues.

Stock-Based Compensation (SBC) - In the second quarter of 2009, the total charge related to SBC was $293 million as compared to $273 million in the second quarter of 2008.

We currently estimate SBC charges for grants to employees prior to July 1, 2009 to be approximately $1.1 billion for 2009. This estimate does not include expenses to be recognized related to employee stock awards that are granted after June 30, 2009 or non-employee stock awards that have been or may be granted.

Operating Income - GAAP operating income in the second quarter of 2009 was $1.87 billion, or 34% of revenues. This compares to GAAP operating income of $1.58 billion, or 29% of revenues, in the second quarter of 2008. Non-GAAP operating income in the second quarter of 2009 was $2.17 billion, or 39% of revenues. This compares to non-GAAP operating income of $1.85 billion, or 34% of revenues, in the second quarter of 2008.

Interest and Other Income (Expense), Net - Interest and other income (expense), net decreased to an expense of $18 million in the second quarter of 2009, compared to an income of $58 million in the second quarter of 2008.

Income Taxes - Our effective tax rate was 20% for the second quarter of 2009.

Net Income - GAAP net income for the second quarter of 2009 was $1.48 billion as compared to $1.25 billion in the second quarter of 2008. Non-GAAP net income was $1.71 billion in the second quarter of 2009, compared to $1.47 billion in the second

quarter of 2008. GAAP EPS for the second quarter of 2009 was $4.66 on 319 million diluted shares outstanding, compared to $3.92 for the second quarter of 2008, on 318 million diluted shares outstanding. Non-GAAP EPS for the second quarter of 2009 was $5.36, compared to $4.63 in the second quarter of 2008. 

Cash Flow and Capital Expenditures - Net cash provided by operating activities for the second quarter of 2009 totaled $1.61 billion as compared to $1.77 billion for the second quarter of 2008. In the second quarter of 2009, capital expenditures were $139 million, the majority of which was related to IT infrastructure investments, including data centers, servers, and networking equipment. Free cash flow, an alternative non-GAAP measure of liquidity, is defined as net cash provided by operating activities less capital expenditures. In the second quarter of 2009, free cash flow was $1.47 billion.

We expect to continue to make significant capital expenditures.

A reconciliation of free cash flow to net cash provided by operating activities, the GAAP measure of liquidity, is included at the end of this release. 

Cash - As of June 30, 2009, cash, cash equivalents, and short-term marketable securities were $19.3 billion.

On a worldwide basis, Google employed 19,786 full-time employees as of June 30, 2009, down from 20,164 full-time employees as of March 31, 2009.

Q1 Financial Highlights

Revenues—Google reported revenues of $5.51 billion in the first quarter of 2009, representing a 6% increase over first quarter 2008 revenues of $5.19 billion and a 3% decrease from fourth quarter 2008 revenues of $5.70 billion. Google reports its revenues, consistent with GAAP, on a gross basis without deducting TAC.

Google Sites Revenues—Google-owned sites generated revenues of $3.70 billion, or 67% of total revenues, in the first quarter of 2009. This represents a 9% increase over first quarter 2008 revenues of $3.40 billion and a 3% decrease from fourth quarter 2008 revenues of $3.81 billion.

Google Network Revenues—Google’s partner sites generated revenues, through AdSense programs, of $1.64 billion, or 30% of total revenues, in the first quarter of 2009. This represents a 3% decrease from first quarter 2008 network revenues of $1.69 billion and a 3% decrease from fourth quarter 2008 network revenues of $1.69 billion.

International Revenues—Revenues from outside of the United States totaled $2.88 billion, representing 52% of total revenues in the first quarter of 2009, compared to 51% in the first quarter of 2008 and 50% in the fourth quarter of

Page 2 of 9

2008. Excluding gains related to our foreign exchange risk management program, had foreign exchange rates remained constant from the fourth quarter of 2008 through the first quarter of 2009, our revenues in the first quarter of 2009 would have been $120 million higher. Excluding gains related to our foreign exchange risk management program, had foreign exchange rates remained constant from the first quarter of 2008 through the first quarter of 2009, our revenues in the first quarter of 2009 would have been $429 million higher.

Revenues from the United Kingdom totaled $733 million, representing 13% of revenue in the first quarter of 2009, compared to 15% in the first quarter of 2008 and 12% in the fourth quarter of 2008.

In the first quarter of 2009, we recognized a benefit of $154 million to revenue through our foreign exchange risk management program.

Paid Clicks—Aggregate paid clicks, which include clicks related to ads served on Google sites and the sites of our AdSense partners, increased approximately 17% over the first quarter of 2008 and increased approximately 3% over the fourth quarter of 2008.

TAC—Traffic Acquisition Costs, the portion of revenues shared with Google’s partners, decreased to $1.44 billion in the first quarter of 2009. This compares to TAC of $1.48 billion in the fourth quarter of 2008. TAC as a percentage of advertising revenues was 27% in the first quarter of 2009, compared to 27% in the fourth quarter of 2008.

The majority of TAC is related to amounts ultimately paid to our AdSense partners, which totaled $1.23 billion in the first quarter of 2009. TAC also includes amounts ultimately paid to certain distribution partners and others who direct traffic to our website, which totaled $207 million in the first quarter of 2009.

Other Cost of Revenues—Other cost of revenues, which is comprised primarily of data center operational expenses, amortization of intangible assets, content acquisition costs as well as credit card processing charges, decreased to $666 million, or 12% of revenues, in the first quarter of 2009, compared to $707 million, or 12% of revenues, in the fourth quarter of 2008.

Operating Expenses—Operating expenses, other than cost of revenues, were $1.52 billion in the first quarter of 2009, or 28% of revenues, compared to $1.65

Page 3 of 9

billion in the fourth quarter of 2008, or 29% of revenues. The operating expenses in the first quarter of 2009 included $774 million in payroll-related and facilities expenses, compared to $890 million in the fourth quarter of 2008.

Stock-Based Compensation (SBC)—In the first quarter of 2009, the total charge related to SBC was $277 million as compared to $286 million in the fourth quarter of 2008.

In March 2009, Google completed an offer to exchange certain employee stock options issued under Google’s 2004 Stock Plan (Exchange Offer). Certain previously granted options were exchanged for new, lower-priced stock options granted on a one-for-one basis. Options for an aggregate of approximately 7.6 million shares of Google’s Class A common stock were exchanged. Options granted pursuant to the Exchange Offer have an exercise price of $308.57 per share, the closing price of Google’s Class A common stock as reported by The Nasdaq Global Select Market on March 6, 2009. Options granted pursuant to the Exchange Offer have a new vesting schedule determined by adding 12 months to each vesting date under the exchanged options’ vesting schedule. In addition, new options will vest no sooner than September 9, 2009. The Exchange Offer will result in a modification charge related to SBC of $360 million to be recognized over the vesting periods of the new options. These vesting periods range from six months to approximately five years. We recorded $11 million of this $360 million modification charge in the first quarter of 2009.

We currently estimate SBC charges for grants to employees prior to April 1, 2009 to be approximately $1.1 billion for 2009. This estimate does not include expenses to be recognized related to employee stock awards that are granted after March 31, 2009 or non-employee stock awards that have been or may be granted.

Operating Income—GAAP operating income in the first quarter of 2009 was $1.88 billion, or 34% of revenues. This compares to GAAP operating income of $1.86 billion, or 33% of revenues, in the fourth quarter of 2008. Non-GAAP operating income in the first quarter of 2009 was $2.16 billion, or 39% of revenues. This compares to non-GAAP operating income of $2.15 billion, or 38% of revenues, in the fourth quarter of 2008.

Interest Income and Other, Net—Interest income and other, net decreased to $6 million in the first quarter of 2009, compared with interest income and other, net of $70 million in the fourth quarter of 2008.

Page 4 of 9

Income Taxes—Our effective tax rate was 25% for the first quarter of 2009.

Net Income—GAAP net income for the first quarter of 2009 was $1.42 billion as compared to $382 million in the fourth quarter of 2008. Non-GAAP net income was $1.64 billion in the first quarter of 2009, compared to $1.62 billion in the fourth quarter of 2008. GAAP EPS for the first quarter of 2009 was $4.49 on 317 million diluted shares outstanding, compared to $1.21 for the fourth quarter of 2008, on 317 million diluted shares outstanding. Non-GAAP EPS for the first quarter of 2009 was $5.16, compared to $5.10 in the fourth quarter of 2008.

Cash Flow and Capital Expenditures—Net cash provided by operating activities for the first quarter of 2009 totaled $2.25 billion as compared to $2.12 billion for the fourth quarter of 2008. In the first quarter of 2009, capital expenditures were $263 million, the majority of which was related to IT infrastructure investments, including data centers, servers, and networking equipment. Free cash flow, an alternative non-GAAP measure of liquidity, is defined as net cash provided by operating activities less capital expenditures. In the first quarter of 2009, free cash flow was $1.99 billion.

We expect to continue to make significant capital expenditures.

A reconciliation of free cash flow to net cash provided by operating activities, the GAAP measure of liquidity, is included at the end of this release.

Cash—As of March 31, 2009, cash, cash equivalents, and short-term marketable securities were $17.8 billion.

Employees—On a worldwide basis, Google employed 20,164 full-time employees as of March 31, 2009, down from 20,222 full-time employees as of December 31, 2008.

Recent Developments—After ten years of building and managing our global sales and partnership operations, Omid Kordestani has decided to hand over the reins to Nikesh Arora, currently President of International Operations, and take on a new role as Senior Advisor, Office of the CEO and Founders. Continued growth is essential to our future success and no one is better placed to advise on new revenue opportunities than Omid, the business founder of Google. In his new role as President, Global Sales Operations and Business Development, Nikesh Arora will have responsibility for all Google’s revenue and customer operations, as well as marketing and partnerships. He has a proven track record at Google, having spent the last four and a half years building our European operations into a substantial

Page 5 of 9

business.

Q4 Financial Highlights

Revenues – Google reported revenues of $5.70 billion in the fourth quarter of 2008, representing an 18% increase over fourth quarter 2007 revenues of $4.83 billion and a 3% increase over third quarter 2008 revenues of $5.54 billion. Google reports its revenues, consistent with GAAP, on a gross basis without deducting TAC. 

Google Sites Revenues – Google-owned sites generated revenues of $3.81 billion, or 67% of total revenues, in the fourth quarter of 2008. This represents a 22% increase over fourth quarter 2007 revenues of $3.12 billion and a 4% increase over third quarter 2008 revenues of $3.67 billion.

Google Network Revenues – Google’s partner sites generated revenues, through AdSense programs, of $1.69 billion, or 30% of total revenues, in the fourth quarter of 2008. This represents a 4% increase over fourth quarter 2007 network revenues of $1.64 billion and a 1% increase over third quarter 2008 network revenues of $1.68 billion.

International Revenues – Revenues from outside of the United States totaled $2.86 billion, representing 50% of total revenues in the fourth quarter of 2008, compared to 48% in the fourth quarter of 2007 and 51% in the third quarter of 2008. Had foreign exchange rates remained constant from the third quarter of 2008 through the fourth quarter of 2008, our revenues in the fourth quarter of 2008 would have been $334 million higher. Had foreign exchange rates remained constant from the fourth quarter of 2007 through the fourth quarter of 2008, our revenues in the fourth quarter of 2008 would have been $266 million higher.

Revenues from the United Kingdom totaled $685 million, representing 12% of revenue in the fourth quarter of 2008, compared to 14% in the fourth quarter of 2007 and 14% in the third quarter of 2008.

In the fourth quarter, we recognized a benefit of $129 million to revenue through our foreign exchange risk management program.

Paid Clicks – Aggregate paid clicks, which include clicks related to ads served on Google sites and the sites of our AdSense partners, increased approximately 18% over the fourth quarter of 2007 and increased approximately 10% over the third quarter of 2008.

TAC – Traffic Acquisition Costs, the portion of revenues shared with Google’s partners, decreased to $1.48 billion in the fourth quarter of 2008. This compares to TAC of $1.50 billion in the third quarter of 2008. TAC as a percentage of advertising revenues was 27% in the fourth quarter, compared to 28% in the third quarter of 2008.

The majority of TAC expense is related to amounts ultimately paid to our AdSense partners, which totaled $1.29 billion in the fourth quarter of 2008. TAC is also related to amounts ultimately paid to certain distribution partners and others who direct traffic to our website, which totaled $190 million in the fourth quarter of 2008. 

Other Cost of Revenues – Other cost of revenues, which is comprised primarily of data center operational expenses, amortization of intangible assets, content acquisition costs as well as credit card processing charges, increased to $707 million, or 12% of revenues, in the fourth quarter of 2008, compared to $678 million, or 12% of revenues, in the third quarter of 2008.

Operating Expenses – Operating expenses, other than cost of revenues, were $1.65 billion in the fourth quarter of 2008, or 29% of revenues, compared to $1.72 billion in the third quarter of 2008, or 31% of revenues. The operating expenses in the fourth quarter of 2008 included $890 million in payroll-related and facilities expenses, compared to $859 million in the third quarter of 2008.

Stock-Based Compensation (SBC) – In the fourth quarter of 2008, the total charge related to SBC was $286 million as compared to $280 million in the third quarter of 2008.

Employee Stock Option Exchange – Our Board of Directors has approved an exchange offer to allow employees the opportunity to exchange all or a portion of their existing stock options for the same number of new options. This program is currently scheduled to commence on January 29, 2009 and end on March 3, 2009 at 6:00 a.m. Pacific Time, unless Google is required or opts to extend the offer period to a later date. Currently, we expect that new options will have an exercise price equal to the closing price per share of our common stock on March 2, 2009 and that stock options with exercise prices above this closing price will be eligible for exchange, but this may change. Generally, all employees with options are eligible to participate in the program (Eric Schmidt, Sergey Brin, and Larry Page do not hold options).

The number of Google shares subject to outstanding options will not change as a result of the exchange offer. We have designed the program so that new options issued as part of this

exchange offer will be subject to a new vesting schedule which adds 12 months to the original applicable vesting dates. In addition, new options will vest no sooner than 6 months after the close of the offer period. The expiration dates of the new options will remain the same as the expiration dates of the options being exchanged.

We expect to take a modification charge estimated to be $460 million over the vesting periods of the new options. These vesting periods range from six months to approximately five years. Assuming the offer proceeds according to our planned timeline, this modification charge will be recorded as additional stock based compensation beginning in the first quarter of 2009. This estimate assumes an exchange price of approximately $300 and that all eligible underwater options will be exchanged under the program. As a result, the actual amount of the modification charge is likely to change.

We currently estimate stock-based compensation charges for grants to employees prior to January 1, 2009 to be approximately $1.04 billion for 2009. This estimate does not include expenses to be recognized related to employee stock awards that are granted after January 1, 2009 or non-employee stock awards that have been or may be granted. It also does not include the estimated $460 million modification charge related to our employee stock option exchange.

Operating Income – GAAP operating income in the fourth quarter of 2008 was $1.86 billion, or 33% of revenues. This compares to GAAP operating income of $1.65 billion, or 30% of revenues, in the third quarter of 2008. Non-GAAP operating income in the fourth quarter of 2008 was $2.15 billion, or 38% of revenues. This compares to non-GAAP operating income of $2.02 billion, or 37% of revenues, in the third quarter of 2008.

Impairment on Equity Investments – We have determined that certain of our assets are impaired and require us to recognize non-cash impairment charges related to those investments. In the fourth quarter of 2008, the impairment charge on these assets was $1.09 billion, including charges of $726 million and $355 million related to our investments in AOL and Clearwire, respectively.

Interest Income and Other, Net – Interest income and other, net increased to $70 million in the fourth quarter of 2008, compared with interest income and other, net of $21 million in the third quarter of 2008.

Income Taxes – Our GAAP effective tax rate was 54% for the fourth quarter of 2008 and 28% for the year, which includes the effect of the impairment on our equity investments of $1.09 billion in the fourth quarter and the legal settlement of $95 million with the Authors Guild and the AAP in the third quarter. Our non-GAAP effective tax rate, defined as our income before income taxes adding back impairment charges, legal settlement, and stock-based compensation divided into the result obtained by subtracting the related tax benefits from our provision for income taxes, for the fourth quarter and for the year was 27% and 24%, respectively.

Net Income – GAAP net income for the fourth quarter of 2008 was $382 million as compared to $1.29 billion in the third quarter of 2008. Non-GAAP net income was $1.62 billion in the fourth quarter of 2008, compared to $1.56 billion in the third quarter of 2008. GAAP EPS for the

fourth quarter of 2008 was $1.21 on 317 million diluted shares outstanding, compared to $4.06 for the third quarter of 2008, on 318 million diluted shares outstanding. Non-GAAP EPS for the fourth quarter of 2008 was $5.10, compared to $4.92 in the third quarter of 2008.

Cash Flow and Capital Expenditures – Net cash provided by operating activities for the fourth quarter of 2008 totaled $2.12 billion as compared to $2.18 billion for the third quarter of 2008. In the fourth quarter of 2008, capital expenditures were $368 million, the majority of which was related to IT infrastructure investments, including data centers, servers, and networking equipment. Free cash flow, an alternative non-GAAP measure of liquidity, is defined as net cash provided by operating activities less capital expenditures. In the fourth quarter of 2008, free cash flow was $1.75 billion.

We expect to continue to make significant capital expenditures.

A reconciliation of free cash flow to net cash provided by operating activities, the GAAP measure of liquidity, is included at the end of this release.

Cash – As of December 31, 2008, cash, cash equivalents, and short-term marketable securities were $15.85 billion.

On a worldwide basis, Google employed 20,222 full-time employees as of December 31, 2008, up from 20,123 full-time employees as of September 30, 2008.

Q3 Financial Highlights 

Revenues – Google reported revenues of $5.54 billion for the quarter ended September 30, 2008, representing a 31% increase over third quarter 2007 revenues of $4.23 billion and a 3% increase over second quarter 2008 revenues of $5.37 billion. Google reports its revenues, consistent with GAAP, on a gross basis without deducting TAC.

Google Sites Revenues - Google-owned sites generated revenues of $3.67 billion, or 67% of total revenues, in the third quarter of 2008. This represents a 34% increase over third quarter 2007 revenues of $2.73 billion and a 4% increase over second quarter 2008 revenues of $3.53 billion.

Google Network Revenues - Google’s partner sites generated revenues, through AdSense programs, of $1.68 billion, or 30% of total revenues, in the third quarter of 2008. This represents a 15% increase over network revenues of $1.45 billion generated in the third quarter of 2007 and a 1% increase over second quarter 2008 revenues of $1.66 billion.

International Revenues - Revenues from outside of the United States totaled $2.85 billion, representing 51% of total revenues in the third quarter of 2008, compared to 48% in the third quarter of 2007 and 52% in the second quarter of 2008. Had foreign exchange rates remained constant from the second quarter of 2008 through the third quarter of 2008, our revenues in the third quarter of 2008 would have been $59 million higher. Had foreign exchange rates remained constant from the third quarter of 2007 through the third quarter of 2008, our revenues in the third quarter of 2008 would have been $168 million lower.

In the third quarter, we recognized a benefit of $34 million to revenue through our foreign exchange risk management program.

Revenues from the United Kingdom totaled $776 million, representing 14% of revenue in the third quarter of 2008, compared to 16% in the third quarter of 2007 and 14% in the second quarter of 2008.

Paid Clicks – Aggregate paid clicks, which include clicks related to ads served on Google sites and the sites of our AdSense partners, increased approximately 18% over the third quarter of 2007 and increased approximately 4% over the second quarter of 2008.

TAC - Traffic Acquisition Costs, the portion of revenues shared with Google’s partners, increased to $1.50 billion in the third quarter of 2008. This compares to TAC of $1.47 billion in the second quarter of 2008. TAC as a percentage of advertising revenues was 28% in the third quarter, compared to 28% in the second quarter of 2008.

The majority of TAC expense is related to amounts ultimately paid to our AdSense partners, which totaled $1.33 billion in the third quarter of 2008. TAC is also related to amounts ultimately paid to certain distribution partners and others who direct traffic to our website, which totaled $167 million in the third quarter of 2008. 

Other Cost of Revenues - Other cost of revenues, which is comprised primarily of data center operational expenses, amortization of intangible assets, content acquisition costs as well as credit card processing charges, increased to $678 million, or 12% of revenues, in the third quarter of 2008, compared to $674 million, or 13% of revenues, in the second quarter of 2008.

Operating Expenses - Operating expenses, other than cost of revenues, were $1.63 billion in the third quarter of 2008, or 29% of revenues, compared to $1.64 billion in the second quarter of 2008, or 31% of revenues. The operating expenses in the third quarter of 2008 included $859 million in payroll-related and facilities expenses, compared to $810 million in the second quarter of 2008.

Stock-Based Compensation (SBC) – In the third quarter of 2008, the total charge related to SBC was $280 million as compared to $273 million in the second quarter of 2008.

We currently estimate stock-based compensation charges for grants to employees prior to October 1, 2008 to be approximately $1.1 billion for 2008. This does not include expenses to be recognized related to employee stock awards that are granted after October 1, 2008 or non-employee stock awards that have been or may be granted.

Operating Income - GAAP operating income in the third quarter of 2008 was $1.74 billion, or 31% of revenues. This compares to GAAP operating income of $1.58 billion, or 29% of revenues, in the second quarter of 2008. Non-GAAP operating income in the third quarter of 2008 was $2.02 billion, or 37% of revenues. This compares to non-GAAP operating income of $1.85 billion, or 34% of revenues, in the second quarter of 2008.

Interest Income and Other, Net – Interest income and other was $21 million in the third quarter of 2008, compared with $58 million in the second quarter of 2008. The decrease was primarily related to an increase in expenses substantially due to more activity under our foreign exchange risk management program. The cost of the options used to manage our foreign exchange risk is amortized on a mark-to-market basis. As a result, the amount of amortization expense we recognize in any particular quarter is impacted by how much the option moves into or out of the money, as well as the underlying currency’s volatility.

Net Income – GAAP net income for the third quarter of 2008 was $1.35 billion as compared to $1.25 billion in the second quarter of 2008. Non-GAAP net income was $1.56 billion in the third quarter of 2008, compared to $1.47 billion in the second quarter of 2008. GAAP EPS for the third quarter of 2008 was $4.24 on 318 million diluted shares outstanding, compared to $3.92 for the second quarter of 2008, on 318 million diluted shares outstanding. Non-GAAP EPS for the third quarter of 2008 was $4.92, compared to $4.63 in the second quarter of 2008.

Q2 Financial Highlights

Revenues – Google reported revenues of $5.37 billion for the quarter ended June 30, 2008, representing a 39% increase over second quarter 2007 revenues of $3.87 billion and a 3% increase over first quarter 2008 revenues of $5.19 billion. Google reports its revenues, consistent with GAAP, on a gross basis without deducting TAC.

Google Sites Revenues – Google-owned sites generated revenues of $3.53 billion, or 66% of total revenues, in the second quarter of 2008. This represents a 42% increase over second quarter 2007 revenues of $2.49 billion and a 4% increase over first quarter 2008 revenues of $3.40 billion.

Google Network Revenues – Google’s partner sites generated revenues, through AdSense programs, of $1.66 billion, or 31% of total revenues, in the second quarter of 2008. This represents a 22% increase over network revenues of $1.35 billion generated in the second quarter of 2007 and a 2% decrease over first quarter 2008 revenues of $1.69 billion.

International Revenues – Revenues from outside of the United States totaled $2.80 billion, representing 52% of total revenues in the second quarter of 2008, compared to 48% in the second quarter of 2007 and 51% in the first quarter of 2008. Had foreign exchange rates remained constant from the first quarter of 2008 through the second quarter of 2008, our revenues in the second quarter of 2008 would have been $88 million lower. Had foreign exchange rates remained constant from the second quarter of 2007 through the second quarter of 2008, our revenues in the second quarter of 2008 would have been $249 million lower.

Revenues from the United Kingdom totaled $774 million, representing 14% of revenue in the second quarter of 2008, compared to 15% in the second quarter of 2007 and 15% in the first quarter of 2008.

Paid Clicks – Aggregate paid clicks, which include clicks related to ads served on Google sites and the sites of our AdSense partners, increased approximately 19% over the second quarter of 2007 and decreased approximately 1% over the first quarter of 2008.

TAC - Traffic Acquisition Costs, the portion of revenues shared with Google’s partners, decreased to $1.47 billion in the second quarter of 2008. This compares to TAC of $1.49 billion in the first quarter of 2008. TAC as a percentage of advertising revenues was 28% in the second quarter, compared to 29% in the first quarter of 2008.

The majority of TAC expense is related to amounts ultimately paid to our AdSense partners, which totaled $1.32 billion in the second quarter of 2008. TAC is also related to amounts ultimately paid to certain distribution partners and others who direct traffic to our website, which totaled $154 million in the second quarter of 2008.

Other Cost of Revenues – Other cost of revenues, which is comprised primarily of data center operational expenses, amortization of intangible assets, credit card processing charges as well as content acquisition costs, increased to $674 million, or 13% of revenues, in the second quarter of 2008, compared to $624 million, or 12% of revenues, in the first quarter of 2008.

Operating Expenses – Operating expenses, other than cost of revenues, were $1.64 billion in the second quarter of 2008, or 31% of revenues, compared to $1.53 billion in the first quarter of 2008, or 29% of revenues. The operating expenses in the second quarter of 2008 included $810 million in payroll-related and facilities expenses, compared to $809 million in the first quarter of 2008.

Stock-Based Compensation (SBC) – In the second quarter of 2008, the total charge related to SBC was $273 million as compared to $281 million in the first quarter of 2008.

We currently estimate stock-based compensation charges for grants to employees prior to July 1, 2008 to be approximately $1.1 billion for 2008. This does not include expenses to be recognized related to employee stock awards that are granted after July 1, 2008 or non-employee stock awards that have been or may be granted. We currently anticipate that dilution related to all equity grants to employees will be at or below 2% this year.

Operating Income – GAAP operating income in the second quarter of 2008 was $1.58 billion, or 29% of revenues. This compares to GAAP operating income of $1.55 billion, or 30% of revenues, in the first quarter of 2008. Non-GAAP operating income in the second quarter of 2008 was $1.85 billion, or 34% of revenues. This compares to non-GAAP operating income of $1.83 billion, or 35% of revenues, in the first quarter of 2008.

Interest Income and Other, Net – Interest income and other was $58 million in the second quarter of 2008, compared with $167 million in the first quarter of 2008. The decrease was primarily related to lower yields on our cash balances, as well as lower average cash balances as a result of cash used in the first quarter to acquire DoubleClick; lower net realized gains on the sale of our marketable securities; and an increase in expenses as a result of more activity under our foreign exchange risk management program.

Net Income – GAAP net income for the second quarter of 2008 was $1.25 billion as compared to $1.31 billion in the first quarter of 2008. Non-GAAP net income was $1.47 billion in the second quarter of 2008, compared to $1.54 billion in the first quarter of 2008. GAAP EPS for the second quarter of 2008 was $3.92 on 318 million diluted shares outstanding, compared to $4.12 for the first quarter of 2008, on 317 million diluted shares outstanding. Non-GAAP EPS for the second quarter of 2008 was $4.63, compared to $4.84 in the first quarter of 2008.

Income Taxes – Our effective tax rate was 24% for the second quarter of 2008.

Cash Flow and Capital Expenditures – Net cash provided by operating activities for the second quarter of 2008 totaled $1.77 billion as compared to $1.78 billion for the first quarter of 2008. In the second quarter of 2008, capital expenditures were $698 million, the majority of which was related to IT infrastructure investments, including data centers, servers, and networking equipment. Free cash flow, an alternative non-GAAP measure of liquidity, is defined as net cash provided by operating activities less capital expenditures. In the second quarter of 2008, free cash flow was $1.07 billion.

We expect to continue to make significant capital expenditures.

A reconciliation of free cash flow to net cash provided by operating activities, the GAAP measure of liquidity, is included at the end of this release.

Cash – As of June 30, 2008, cash, cash equivalents, and marketable securities were $12.7 billion.

On a worldwide basis, Google employed 19,604 full-time employees as of June 30, 2008, up from 19,156 full-time employees as of March 31, 2008.

Q1 Financial Highlights 

Revenues – Google reported revenues of $5.19 billion for the quarter ended March 31, 2008, representing a 42% increase over first quarter 2007 revenues of $3.66 billion and a 7% increase over fourth quarter 2007 revenues of $4.83 billion. Google reports its revenues, consistent with GAAP, on a gross basis without deducting TAC.

Google Sites Revenues - Google-owned sites generated revenues of $3.40 billion, or 66% of total revenues, in the first quarter of 2008. This represents a 49% increase over first quarter 2007 revenues of $2.28 billion and a 9% increase over fourth quarter 2007 revenues of $3.12 billion.

Google Network Revenues - Google’s partner sites generated revenues, through AdSense programs, of $1.69 billion, or 33% of total revenues, in the first quarter of 2008. This represents a 25% increase over network revenues of $1.35 billion generated in the first quarter of 2007 and a 3% increase over fourth quarter 2007 revenues of $1.64 billion.

International Revenues - Revenues from outside of the United States totaled $2.65 billion, representing 51% of total revenues in the first quarter of 2008, compared to 47% in the first quarter of 2007 and 48% in the fourth quarter of 2007. Had foreign exchange rates remained constant from the fourth quarter of 2007 through the first quarter of 2008, our revenues in the first quarter of 2008 would have been $18 million lower. Had foreign exchange rates remained constant from the first quarter of 2007 through the first quarter of 2008, our revenues in the first quarter of 2008 would have been $202 million lower.

Revenues from the United Kingdom totaled $803 million, representing 15% of revenue in the first quarter of 2008, compared to 16% in the first quarter of 2007 and 14% in the fourth quarter of 2007.

Paid Clicks - Aggregate paid clicks, which include clicks related to ads served on Google sites and the sites of our AdSense partners, increased approximately 20% over the first quarter of 2007 and approximately 4% over the fourth quarter of 2007.

TAC - Traffic Acquisition Costs, the portion of revenues shared with Google’s partners, increased to $1.49 billion in the first quarter of 2008. This compares to TAC of $1.44 billion in the fourth quarter of 2007. TAC as a percentage of advertising revenues was 29% in the first quarter, compared to 30% in the fourth quarter of 2007.

The majority of TAC expense is related to amounts ultimately paid to our AdSense partners, which totaled $1.34 billion in the first quarter of 2008. TAC is also related to amounts ultimately paid to certain distribution partners and others who direct traffic to our website, which totaled $143 million in the first quarter of 2008.

Other Cost of Revenues - Other cost of revenues, which is comprised primarily of data center operational expenses, credit card processing charges as well as content acquisition costs, increased to $624 million, or 12% of revenues, in the first quarter of 2008, compared to $516 million, or 11% of revenues, in the fourth quarter of 2007.

Pursuant to our acquisition of DoubleClick, we allocated $862 million to identified intangible assets, which have a weighted average useful life of 6.3 years.

Operating Expenses - Operating expenses, other than cost of revenues, were $1.53 billion in the first quarter of 2008, or 30% of revenues, compared to $1.43 billion in the fourth quarter of 2007, or 30% of revenues. The operating expenses in the first quarter of 2008 included $809 million in payroll-related and facilities expenses, compared to $756 million in the fourth quarter of 2007.

Stock-Based Compensation (SBC) – In the first quarter of 2008, the total charge related to SBC was $281 million as compared to $245 million in the fourth quarter of 2007.

We currently estimate stock-based compensation charges for grants to employees prior to April 1, 2008 to be approximately $1.1 billion for 2008. This does not include expenses to be recognized related to employee stock awards that are granted after April 1, 2008 or non-employee stock awards that have been or may be granted. We currently anticipate that dilution related to all equity grants to employees will be at or below 2% this year.

Operating Income - GAAP operating income in the first quarter of 2008 was $1.55 billion, or 30% of revenues. This compares to GAAP operating income of $1.44 billion, or 30% of revenues, in the fourth quarter of 2007. Non-GAAP operating income in the first quarter of 2008 was $1.83 billion, or 35% of revenues. This compares to non-GAAP operating income of $1.69 billion, or 35% of revenues, in the fourth quarter of 2007.

Net Income – GAAP net income for the first quarter of 2008 was $1.31 billion as compared to $1.21 billion in the fourth quarter of 2007. Non-GAAP net income was $1.54 billion in the first quarter of 2008, compared to $1.41 billion in the fourth quarter of 2007. GAAP EPS for the first quarter of 2008 was $4.12 on 317 million diluted shares outstanding, compared to $3.79 for the fourth quarter of 2007, on 318 million diluted shares outstanding. Non-GAAP EPS for the first quarter of 2008 was $4.84, compared to $4.43 in the fourth quarter of 2007.

Income Taxes – Our effective tax rate was 24% for the first quarter of 2008.

Cash Flow and Capital Expenditures – Net cash provided by operating activities for the first quarter of 2008 totaled $1.78 billion as compared to $1.69 billion for the fourth quarter of 2007. In the first quarter of 2008, capital expenditures were $842 million, the majority of which was related to IT infrastructure investments, including data centers, servers, and networking equipment. Free cash flow, an alternative non-GAAP measure of liquidity, is defined as net cash provided by operating activities less capital expenditures. In the first quarter of 2008, free cash flow was $938 million.

We expect to continue to make significant capital expenditures.

A reconciliation of free cash flow to net cash provided by operating activities, the GAAP measure of liquidity, is included at the end of this release.

Cash – As of March 31, 2008, cash, cash equivalents, and marketable securities were $12.1 billion.

On a worldwide basis, Google employed 19,156 full-time employees as of March 31, 2008, up from 16,805 full-time employees as of December 31, 2007. Of the 2,351 employees added in the first quarter of 2008, approximately 1,500 were associated with DoubleClick. Since the close of the acquisition, Google has conducted a review of its ongoing headcount requirements and approximately 10% of the DoubleClick workforce was laid off in the U.S. in early April.

Q4 Financial Highlights 

Revenues – Google reported revenues of $4.83 billion for the quarter ended December 31, 2007, representing a 51% increase over fourth quarter 2006 revenues of $3.21 billion and a 14% increase over third quarter 2007 revenues of $4.23 billion. Google reports its revenues, consistent with GAAP, on a gross basis without deducting TAC.

Google Sites Revenues - Google-owned sites generated revenues of $3.12 billion, or 65% of total revenues, in the fourth quarter of 2007. This represents a 58% increase over fourth quarter 2006 revenues of $1.98 billion and a 14% increase over third quarter 2007 revenues of $2.73 billion.

Google Network Revenues - Google’s partner sites generated revenues, through AdSense programs, of $1.64 billion, or 34% of total revenues, in the fourth quarter of 2007. This represents a 37% increase over network revenues of $1.20 billion generated in the fourth quarter of 2006 and a 12% increase over third quarter 2007 revenues of $1.45 billion.

International Revenues - Revenues from outside of the United States totaled $2.32 billion, representing 48% of total revenues in the fourth quarter of 2007, compared to 44% in the fourth quarter of 2006 and 48% in the third quarter of 2007. Had foreign exchange rates remained constant from the third quarter of 2007 through the fourth quarter of 2007,

our revenues in the fourth quarter of 2007 would have been $94 million lower. Had foreign exchange rates remained constant from the fourth quarter of 2006 through the fourth quarter of 2007, our revenues in the fourth quarter of 2007 would have been $195 million lower.

Revenues from the United Kingdom totaled $692 million, representing 14% of revenue in the fourth quarter of 2007, compared to 15% in the fourth quarter of 2006 and 16% in the third quarter of 2007.

Paid Clicks – Aggregate paid clicks, which include clicks related to ads served on Google sites and the sites of our AdSense partners, increased approximately 30% over the fourth quarter of 2006 and approximately 9% over the third quarter of 2007.

TAC - Traffic Acquisition Costs, the portion of revenues shared with Google’s partners, increased to $1.44 billion in the fourth quarter of 2007. This compares to TAC of $1.22 billion in the third quarter of 2007. TAC as a percentage of advertising revenues was 30% in the fourth quarter, compared to 29% in the third quarter of 2007.

The majority of TAC expense is related to amounts ultimately paid to our AdSense partners, which totaled $1.31 billion in the fourth quarter of 2007. TAC is also related to amounts ultimately paid to certain distribution partners and others who direct traffic to our website, which totaled $125 million in the fourth quarter of 2007.

Other Cost of Revenues - Other cost of revenues, which is comprised primarily of data center operational expenses, credit card processing charges as well as content acquisition costs, increased to $516 million, or 11% of revenues, in the fourth quarter of 2007, compared to $441 million, or 10% of revenues, in the third quarter of 2007.

Operating Expenses - Operating expenses, other than cost of revenues, were $1.43 billion in the fourth quarter of 2007, or 30% of revenues, compared to $1.25 billion in the third quarter of 2007, or 30% of revenues. The operating expenses in the fourth quarter of 2007 included $756 million in payroll-related and facilities expenses, compared to $659 million in the third quarter of 2007.

Stock-Based Compensation (SBC) – In the fourth quarter of 2007, the total charge related to SBC was $245 million as compared to $198 million in the third quarter of 2007.

We currently estimate stock-based compensation charges for grants to employees prior to January 1, 2008 to be approximately $950 million for 2008. This does not include expenses to be recognized related to employee stock awards that are granted after January 1, 2008 or non-employee stock awards that have been or may be granted. We currently anticipate that dilution related to all equity grants to employees will be at or below 2% this year.

Operating Income - GAAP operating income in the fourth quarter of 2007 was $1.44 billion, or 30% of revenues. This compares to GAAP operating income of $1.32 billion, or 31% of revenues, in the third quarter of 2007. Non-GAAP operating income in the fourth quarter of 2007 was $1.69 billion, or 35% of revenues. This compares to non-GAAP operating income of $1.52 billion, or 36% of revenues, in the third quarter of 2007.

Net Income – GAAP net income for the fourth quarter of 2007 was $1.21 billion as compared to $1.07 billion in the third quarter of 2007. Non-GAAP net income was $1.41 billion in the fourth quarter of 2007, compared to $1.24 billion in the third quarter of 2007. GAAP EPS for the fourth quarter of 2007 was $3.79 on 318 million diluted shares outstanding, compared to $3.38 for the third quarter of 2007, on 317 million diluted shares outstanding. Non-GAAP EPS for the fourth quarter of 2007 was $4.43, compared to $3.91 in the third quarter of 2007.

Income Taxes – Our effective tax rate was 25.0% for the fourth quarter of 2007 compared to 27.3% in the third quarter of 2007. The tax rate in the fourth quarter was more favorably impacted by our R&D credit as a result of our stock option activity.

Cash Flow and Capital Expenditures – Net cash provided by operating activities for the fourth quarter of 2007 totaled $1.69 billion as compared to $1.63 billion for the third quarter of 2007. In the fourth quarter of 2007, capital expenditures were $678 million, the majority of which was related to IT infrastructure investments, including data centers, servers, and networking equipment. Free cash flow, an alternative non-GAAP measure of liquidity, is defined as net cash provided by operating activities less capital expenditures. In the fourth quarter of 2007, free cash flow was $1.02 billion.

We expect to continue to make significant capital expenditures.

A reconciliation of free cash flow to net cash provided by operating activities, the GAAP measure of liquidity, is included at the end of this release.

Cash – As of December 31, 2007, cash, cash equivalents, and marketable securities were $14.2 billion.

On a worldwide basis, Google employed 16,805 full-time employees as of December 31, 2007, up from 15,916 full-time employees as of September 30, 2007.

Q3 Financial Highlights

Revenues – Google reported revenues of $4.23 billion for the quarter ended September 30, 2007, representing a 57% increase over third quarter 2006 revenues of $2.69 billion and a 9% increase over second quarter 2007 revenues of $3.87 billion. Google reports its revenues, consistent with GAAP, on a gross basis without deducting TAC.

Google Sites Revenues - Google-owned sites generated revenues of $2.73 billion, or 65% of total revenues, in the third quarter of 2007. This represents a 68% increase over third quarter 2006 revenues of $1.63 billion and a 10% increase over second quarter 2007 revenues of $2.49 billion.

Google Network Revenues - Google’s partner sites generated revenues, through AdSense programs, of $1.45 billion, or 34% of total revenues, in the third quarter of 2007. This represents a 40% increase over network revenues of $1.04 billion generated in the third quarter of 2006 and an 8% increase over second quarter 2007 revenues of $1.35 billion.

International Revenues - Revenues from outside of the United States totaled $2.03 billion, representing 48% of total revenues in the third quarter of 2007, compared to 44% in the third quarter of 2006 and 48% in the second quarter of 2007. Had foreign exchange rates remained constant from the second quarter of 2007 through the third quarter of 2007, our revenues in the third quarter of 2007 would have been $24 million lower. Had foreign exchange rates remained constant from the third quarter of 2006 through the third quarter of 2007, our revenues in the third quarter of 2007 would have been $121 million lower.

Revenues from the United Kingdom totaled $661 million, representing 16% of revenue in the third quarter of 2007, compared to 16% in the third quarter of 2006 and 15% in the second quarter of 2007.

Paid Clicks - Aggregate paid clicks, which include clicks related to ads served on Google sites and the sites of our AdSense partners, increased approximately 45% over the third quarter of 2006 and approximately 5% over the second quarter of 2007.

TAC - Traffic Acquisition Costs, the portion of revenues shared with Google’s partners, increased to $1.22 billion in the third quarter of 2007. This compares to TAC of $1.15 billion in the second quarter of 2007. TAC as a percentage of advertising revenues was 29% in the third quarter, compared to 30% in the second quarter of 2007.

The majority of TAC expense is related to amounts ultimately paid to our AdSense partners, which totaled $1.12 billion in the third quarter of 2007. TAC is also related to amounts ultimately paid to certain distribution partners and others who direct traffic to our website, which totaled $105 million in the third quarter of 2007.

Other Cost of Revenues - Other cost of revenues, which is comprised primarily of data center operational expenses, credit card processing charges as well as content acquisition costs, increased to $441 million, or 10% of revenues, in the third quarter of 2007, compared to $412 million, or 11% of revenues, in the second quarter of 2007.

Operating Expenses - Operating expenses, other than cost of revenues, were $1.25 billion in the third quarter of 2007, or 30% of revenues, compared to $1.21 billion in the second quarter of 2007, or 31% of revenues. The operating expenses in the third quarter of 2007 included $659 million in payroll-related and facilities expenses, compared to $625 million in the second quarter of 2007.

Stock-Based Compensation (SBC) - In the third quarter of 2007, the total charge related to SBC was $198 million as compared to $242 million in the second quarter of 2007. In the second quarter of 2007, we launched our employee transferable stock option (TSO) program and, in connection with this launch, incurred an SBC modification charge of $62 million.

We currently estimate stock-based compensation charges for grants to employees prior to October 1, 2007 to be approximately $801 million for 2007. This does not include expenses to be recognized related to employee stock awards that are granted after October 1, 2007 or non-employee stock awards that have been or may be granted. We currently anticipate that dilution related to all equity grants to employees will be at or below 2% this year.

Operating Income - GAAP operating income in the third quarter of 2007 was $1.32 billion, or 31% of revenues. This compares to GAAP operating income of $1.10 billion, or 29% of revenues, in the second quarter of 2007. Non-GAAP operating income in the third quarter of 2007 was $1.52 billion, or 36% of revenues. This compares to non-GAAP operating income of $1.35 billion, or 35% of revenues, in the second quarter of 2007.

Net Income - GAAP net income for the third quarter of 2007 was $1.07 billion as compared to $925 million in the second quarter of 2007. Non-GAAP net income was $1.24 billion in the third quarter of 2007, compared to $1.12 billion in the second quarter of 2007. GAAP EPS for the third quarter of 2007 was $3.38 on 317 million diluted shares outstanding, compared to $2.93 for the second quarter of 2007, on 315 million diluted shares outstanding. Non-GAAP EPS for the third quarter of 2007 was $3.91, compared to $3.56 in the second quarter of 2007.

Income Taxes - Our effective tax rate was 27.3% for the third quarter of 2007 compared to 25.5% in the second quarter of 2007.

Cash Flow and Capital Expenditures - Net cash provided by operating activities for the third quarter of 2007 totaled $1.63 billion as compared to $1.23 billion for the second quarter of 2007. In the third quarter of 2007, capital expenditures were $553 million, the majority of which was related to IT infrastructure investments, including data centers, servers, and networking equipment. Free cash flow, an alternative non-GAAP measure of liquidity, is defined as net cash provided by operating activities less capital expenditures. In the third quarter of 2007, free cash flow was $1.08 billion.

We expect to continue to make significant capital expenditures.

A reconciliation of free cash flow to net cash provided by operating activities, the GAAP measure of liquidity, is included at the end of this release.

Cash - As of September 30, 2007, cash, cash equivalents, and marketable securities were $13.1 billion.

On a worldwide basis, Google employed 15,916 full-time employees as of September 30, 2007, up from 13,786 full time employees as of June 30, 2007.