THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Hall, Kinion & Associates, Inc. (Retired) (HAKI.X)

In January 1999, the Company granted to Brenda C. Rhodes, Chief Executive Officer, a loan in the principal amount of $2,000,000 plus interest at the rate of the Company's cost of borrowing plus 1/8% per annum, compounded monthly. The loan is secured by shares of Common Stock of the Company having a value of at least 115% of the outstanding principal balance of the loan. The outstanding principal balance of the loan as of March 28, 2003 is $800,000. The loan was originally due in January 2002. In connection with Ms. Rhodes' new employment agreement, the loan will be forgiven in equal installments over a five-year period commencing January 1, 2001.

In March 2001, the Company granted to Rita S. Hazell, Senior Vice President, R&D Contract Services, a loan in the principal amount of $250,000 plus interest at 6.74%. Such loan is secured by a second deed of trust in favor of the Company on the real property purchased partially with such borrowed funds. The loan will be forgiven in equal installments over a four-year period. The outstanding principal balance of the loan as of March 28, 2003 is $125,000.

During 2002 the Company entered into a sponsorship agreement with BayPac Racing, Inc. BayPac Racing, Inc. owns three racing automobiles and is owned by Ms. Rhodes' husband. For the year ending December 29, 2002, Hall Kinion, paid BayPac Racing, Inc. a total of $254,000. The consideration paid to BayPac Racing during fiscal year 2002, was in exchange for sponsorship of BayPac Racing in sixteen races that occurred throughout four states during 2002. The events are used by the Company as a marketing vehicle to entertain existing and potential clients.

Since the acquisition of OnStaff Inc. in August of 2002, the Company has engaged the services of Alhambra Reprographics for various printing needs. Alhambra Reprographics is owned by Jeffrey Evans' father-in-law and during the course of 2002 the company paid Alhambra Reprographics a total of $7,000.

During 2002 the Company employed Ramona Harris within the Technology Sales Division, Ms. Harris is the sister of Rita Hazell. Ms. Harris received total consideration of $136,000 in exchange for services rendered during 2002.