On Assignment (ASGN)

Item 2.01               Completion of Acquisition or Disposition of Assets

On January 31, 2007, On Assignment, Inc., a Delaware corporation (“On Assignment”), completed its acquisition of Oxford Global Resources, Inc. (“Oxford”), pursuant to an Agreement and Plan of Merger, dated as of January 3, 2007, as amended January 30, 2007 (the “Agreement”), by and among On Assignment, On Assignment 2007 Acquisition Corp., a Delaware and a wholly-owned subsidiary of On Assignment, Oxford and Thomas F. Ryan, as Indemnification Representative.  On Assignment paid approximately $190.0 million in cash and $10.0 million in common stock for a total purchase price of approximately $200.0 million.  In addition, those who were shareholders of Oxford prior to the acquisition have the opportunity to achieve an earn-out of up to $12.0 million based on Oxford’s 2007 and 2008 performance.

Oxford is a leading provider of high-end information technology and engineering staffing services. The acquisition provides On Assignment with entry into the large and growing market for information technology and engineering staffing services and adds a fourth segment to On Assignment’s existing Healthcare, Lab Support and recently acquired Vista physician staffing businesses.

Item 2.01               Completion of Acquisition or Disposition of Assets.

On January 3, 2007, On Assignment, Inc., a Delaware corporation (“On Assignment”) completed its acquisition of all of the capital stock of Vista Staffing Solutions, Inc. (“Vista”), pursuant to a Stock Purchase Agreement, dated as of December 20, 2006 (the “Agreement”), by and among On Assignment, VSS Holding, Inc., a Nevada corporation (“VSS”), the parent company of Vista Staffing Services, Inc., the stockholders of VSS, who own all of the issued and outstanding capital stock of VSS, and the optionholders of VSS, who own all of the outstanding company stock options of VSS.  The purchase price for all of the capital stock of VSS was $41 million plus a two year earn-out provision for up to $8 million of additional consideration based on the 2007 and 2008 performance of Vista.