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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

|x | Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|- | ---------------------------------------------------------------------------------------

For the quarterly period ended June 30, 2007

OR



| ̈ | Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|- | ----------------------------------------------------------------------------------------

For the transition period from  to

Commission
file number: 001-31666

FIRST ADVANTAGE CORPORATION

(Exact name of registrant as specified in its charter)



|                                                               |  |                                        
|-------------------------------------------------------------- |  | ---------------------------------------
|Incorporated in Delaware                                       |  | 61-1437565                             
|(State or other jurisdiction of incorporation or organization) |  | (I.R.S. Employer Identification Number)

100 Carillon Parkway

St. Petersburg, Florida 33716

(Address of principal executive offices,
including zip code)

(727) 214-3411

(Registrants telephone number, including area code)

Indicate by check mark whether the registrant
(1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) Yes x  No ̈and (2) has been subject to such filing requirements for the past 90 days. Yes x  No ̈

Indicate by check mark whether the registrant is a large accelerated filer, accelerated filer, or a non-accelerated filer. See definition of accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange Act (check
one):

Large accelerated filer ̈Accelerated filer x                                   
         Non-accelerated filer ̈

Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b 2). Yes ̈No x

There were 11,338,530 shares of outstanding Class A Common Stock of the registrant as of
July 26, 2007.

There were 47,726,521 shares of outstanding Class B Common Stock of the registrant as of July 26, 2007.



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INDEX



|                              |  |                                                                                                                                           |  |   
|----------------------------- |  | ----------------------------------------------------------------------------------------------------------------------------------------- |  | --
|Part I. FINANCIAL INFORMATION |  |                                                                                                                                          
|                              |  |                                                                                                                                          
|Item 1.                       |  | Financial Statements                                                                                                                      |  | 1 
|                              |  |                                                                                                                                          
|                              |  | Consolidated Balance Sheets as of June 30, 2007 and December 31, 2006 (unaudited)                                                         |  | 2 
|                              |  |                                                                                                                                          
|                              |  | Consolidated Statements of Income and Comprehensive Income for the Three and Six Months Ended June 30, 2007 and June 30, 2006 (unaudited) |  | 3 
|                              |  |                                                                                                                                          
|                              |  | Consolidated Statements of Changes in Stockholders Equity for the Six Months Ended June 30, 2007 (unaudited)                             |  | 4 
|                              |  |                                                                                                                                          
|                              |  | Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2007 and June 30, 2006 (unaudited)                                |  | 5 
|                              |  |                                                                                                                                          
|                              |  | Notes to Consolidated Financial Statements (unaudited)                                                                                    |  | 6 
|                              |  |                                                                                                                                          
|Item 2.                       |  | Managements Discussion and Analysis of Financial Condition and Results of Operations                                                     |  | 17
|                              |  |                                                                                                                                          
|Item 3.                       |  | Quantitative and Qualitative Disclosures About Market Risk                                                                                |  | 31
|                              |  |                                                                                                                                          
|Item 4.                       |  | Controls and Procedures                                                                                                                   |  | 31
|                              | 
|Part II. OTHER INFORMATION    |  |                                                                                                                                          
|                              |  |                                                                                                                                          
|Item 1.                       |  | Legal Proceedings                                                                                                                         |  | 32
|                              |  |                                                                                                                                          
|Item 1A.                      |  | Risk Factors                                                                                                                              |  | 32
|                              |  |                                                                                                                                          
|Item 2.                       |  | Unregistered Sales of Equity Securities and Use of Proceeds                                                                               |  | 32
|                              |  |                                                                                                                                          
|Item 3.                       |  | Defaults Upon Senior Securities                                                                                                           |  | 32
|                              |  |                                                                                                                                          
|Item 4.                       |  | Submission of Matters to a Vote of Security Holders                                                                                       |  | 32
|                              |  |                                                                                                                                          
|Item 5.                       |  | Other Information                                                                                                                         |  | 33
|                              |  |                                                                                                                                          
|Item 6.                       |  | Exhibits                                                                                                                                  |  | 33



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##### Table of Contents

PART I. FINANCIAL INFORMATION



|Item 1. | Financial Statements 
|------- | ----------------------

First Advantage Corporation

Consolidated Financial Statements

For the Three and
Six Months Ended

June 30, 2007 and 2006



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##### Table of Contents

First Advantage Corporation

Consolidated Balance Sheets (Unaudited)



|                                                                                                                                                                          |  |              |           |                  |   |          
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------ | --------- | ---------------- | - | ---------
|(in thousands)                                                                                                                                                            |  | June 30,2007 |           | December 31,2006
|Assets                                                                                                                                                                    |  |              |           |                  |   |          
|Current assets:                                                                                                                                                           |  |              |           |                  |   |          
|Cash and cash equivalents                                                                                                                                                 |  | $            | 29,824    |                  | $ | 31,941   
|Accounts receivable (less allowance for doubtful accounts of $7,296 and $6,487 in 2007 and 2006, respectively)                                                            |  |              | 146,788   |                  |   | 138,563  
|Prepaid expenses and other current assets                                                                                                                                 |  |              | 11,137    |                  |   | 10,182   
|Income tax receivable                                                                                                                                                     |  |              | 2,292     |                  |   | 6,155    
|Deferred income tax asset                                                                                                                                                 |  |              | 13,651    |                  |   | 12,051   
|                                                                                                                                                                          |  |              |           |                  |   |          
|Total current assets                                                                                                                                                      |  |              | 203,692   |                  |   | 198,892  
|Property and equipment, net                                                                                                                                               |  |              | 78,341    |                  |   | 68,931   
|Goodwill                                                                                                                                                                  |  |              | 689,680   |                  |   | 650,124  
|Customer lists, net                                                                                                                                                       |  |              | 69,784    |                  |   | 74,419   
|Other intangible assets, net                                                                                                                                              |  |              | 25,661    |                  |   | 28,324   
|Database development costs, net                                                                                                                                           |  |              | 10,948    |                  |   | 10,640   
|Investment in equity investee                                                                                                                                             |  |              | 56,451    |                  |   | 55,001   
|Other assets                                                                                                                                                              |  |              | 4,075     |                  |   | 3,592    
|                                                                                                                                                                          |  |              |           |                  |   |          
|Total assets                                                                                                                                                              |  | $            | 1,138,632 |                  | $ | 1,089,923
|                                                                                                                                                                          |  |              |           |                  |   |          
|Liabilities and Stockholders Equity                                                                                                                                      |  |              |           |                  |   |          
|Current liabilities:                                                                                                                                                      |  |              |           |                  |   |          
|Accounts payable                                                                                                                                                          |  | $            | 42,455    |                  | $ | 46,281   
|Accrued compensation                                                                                                                                                      |  |              | 32,771    |                  |   | 35,299   
|Accrued liabilities                                                                                                                                                       |  |              | 14,428    |                  |   | 21,286   
|Deferred income                                                                                                                                                           |  |              | 7,518     |                  |   | 8,462    
|Due to affiliates                                                                                                                                                         |  |              | 5,112     |                  |   | 4,776    
|Current portion of long-term debt and capital leases                                                                                                                      |  |              | 17,398    |                  |   | 20,794   
|                                                                                                                                                                          |  |              |           |                  |   |          
|Total current liabilities                                                                                                                                                 |  |              | 119,682   |                  |   | 136,898  
|Long-term debt and capital leases, net of current portion                                                                                                                 |  |              | 177,495   |                  |   | 179,531  
|Deferred income tax liability                                                                                                                                             |  |              | 53,478    |                  |   | 44,802   
|Other liabilities                                                                                                                                                         |  |              | 5,455     |                  |   | 5,338    
|                                                                                                                                                                          |  |              |           |                  |   |          
|Total liabilities                                                                                                                                                         |  |              | 356,110   |                  |   | 366,569  
|                                                                                                                                                                          |  |              |           |                  |   |          
|Minority interest                                                                                                                                                         |  |              | 49,987    |                  |   | 48,413   
|Commitments and contingencies                                                                                                                                             |  |              |           |                  |   |          
|Stockholders equity:                                                                                                                                                     |  |              |           |                  |   |          
|Preferred stock, $.001 par value; 1,000 shares authorized, no shares issued or outstanding                                                                                |  |              |          |                  |   |         
|Class A common stock, $.001 par value; 125,000 shares authorized; 11,290 and 10,452 shares issued and outstanding as of June 30,
2007 and December 31, 2006, respectively |  |              | 11        |                  |   | 10       
|Class B common stock, $.001 par value; 75,000 shares authorized; 47,727 shares issued and outstanding as of June 30, 2007 and
December 31, 2006                           |  |              | 48        |                  |   | 48       
|Additional paid-in capital                                                                                                                                                |  |              | 482,873   |                  |   | 455,657  
|Retained earnings                                                                                                                                                         |  |              | 247,228   |                  |   | 218,566  
|Accumulated other comprehensive income                                                                                                                                    |  |              | 2,375     |                  |   | 660      
|                                                                                                                                                                          |  |              |           |                  |   |          
|Total stockholders equity                                                                                                                                                |  |              | 732,535   |                  |   | 674,941  
|                                                                                                                                                                          |  |              |           |                  |   |          
|Total liabilities and stockholders equity                                                                                                                                |  | $            | 1,138,632 |                  | $ | 1,089,923
|                                                                                                                                                                          |  |              |           |                  |   |          

The accompanying note are an integral part of these consolidated financial statements.



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##### Table of Contents

First Advantage Corporation

Consolidated Statements of Income and Comprehensive Income (Unaudited)



|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|------------------------------------------------ |  | ---------------------------------- | ------- | - | -------------------------------- | - | ------- | ---- |  | - | ------- | - |  | - | ------- | -
|(in thousands, except per share amounts)         |  | For the Three Months EndedJune 30, |         |   | For the Six Months EndedJune 30, |  
|                                                 |  | 2007                               |         |   | 2006                             |   |         | 2007 |  |   | 2006    |  
|Service revenue                                  |  | $                                  | 207,353 |   |                                  | $ | 191,740 |      |  | $ | 409,240 |   |  | $ | 372,959 |  
|Reimbursed government fee revenue                |  |                                    | 13,618  |   |                                  |   | 13,383  |      |  |   | 27,819  |   |  |   | 26,512  |  
|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Total revenue                                    |  |                                    | 220,971 |   |                                  |   | 205,123 |      |  |   | 437,059 |   |  |   | 399,471 |  
|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Cost of service revenue                          |  |                                    | 60,830  |   |                                  |   | 59,153  |      |  |   | 122,018 |   |  |   | 115,742 |  
|Government fees paid                             |  |                                    | 13,618  |   |                                  |   | 13,383  |      |  |   | 27,819  |   |  |   | 26,512  |  
|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Total cost of service                            |  |                                    | 74,448  |   |                                  |   | 72,536  |      |  |   | 149,837 |   |  |   | 142,254 |  
|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Gross margin                                     |  |                                    | 146,523 |   |                                  |   | 132,587 |      |  |   | 287,222 |   |  |   | 257,217 |  
|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Salaries and benefits                            |  |                                    | 65,850  |   |                                  |   | 58,746  |      |  |   | 139,820 |   |  |   | 117,380 |  
|Facilities and telecommuncations                 |  |                                    | 8,117   |   |                                  |   | 7,529   |      |  |   | 16,142  |   |  |   | 14,580  |  
|Other operating expenses                         |  |                                    | 27,541  |   |                                  |   | 23,500  |      |  |   | 53,790  |   |  |   | 46,051  |  
|Depreciation and amortization                    |  |                                    | 10,737  |   |                                  |   | 9,518   |      |  |   | 21,182  |   |  |   | 18,728  |  
|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Total operating expenses                         |  |                                    | 112,245 |   |                                  |   | 99,293  |      |  |   | 230,934 |   |  |   | 196,739 |  
|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Income from operations                           |  |                                    | 34,278  |   |                                  |   | 33,294  |      |  |   | 56,288  |   |  |   | 60,478  |  
|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Other (expense) income:                          |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Interest expense                                 |  |                                    | (3,097  | ) |                                  |   | (3,250  | )    |  |   | (6,323  | ) |  |   | (6,491  | )
|Interest income                                  |  |                                    | 311     |   |                                  |   | 162     |      |  |   | 652     |   |  |   | 302     |  
|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Total other (expense), net                       |  |                                    | (2,786  | ) |                                  |   | (3,088  | )    |  |   | (5,671  | ) |  |   | (6,189  | )
|Equity in earnings of investee                   |  |                                    | 670     |   |                                  |   | 551     |      |  |   | 1,450   |   |  |   | 660     |  
|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Income before income taxes and minority interest |  |                                    | 32,162  |   |                                  |   | 30,757  |      |  |   | 52,067  |   |  |   | 54,949  |  
|Provision for income taxes                       |  |                                    | 13,346  |   |                                  |   | 13,387  |      |  |   | 21,448  |   |  |   | 23,887  |  
|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Income before minority interest                  |  |                                    | 18,816  |   |                                  |   | 17,370  |      |  |   | 30,619  |   |  |   | 31,062  |  
|Minority interest                                |  |                                    | 469     |   |                                  |   | 733     |      |  |   | 1,029   |   |  |   | 1,680   |  
|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Net income                                       |  |                                    | 18,347  |   |                                  |   | 16,637  |      |  |   | 29,590  |   |  |   | 29,382  |  
|Other comprehensive income, net of tax:          |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Foreign currency translation adjustments         |  |                                    | 1,321   |   |                                  |   | 84      |      |  |   | 1,715   |   |  |   | 65      |  
|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Comprehensive income                             |  | $                                  | 19,668  |   |                                  | $ | 16,721  |      |  | $ | 31,305  |   |  | $ | 29,447  |  
|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Per share amounts:                               |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Basic                                            |  | $                                  | 0.31    |   |                                  | $ | 0.29    |      |  | $ | 0.50    |   |  | $ | 0.52    |  
|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Diluted                                          |  | $                                  | 0.31    |   |                                  | $ | 0.29    |      |  | $ | 0.50    |   |  | $ | 0.51    |  
|                                                 |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Weighted-average common shares outstanding:      |  |                                    |         |   |                                  |   |         |      |  |   |         |   |  |   |         |  
|Basic                                            |  |                                    | 58,954  |   |                                  |   | 57,730  |      |  |   | 58,665  |   |  |   | 56,868  |  
|Diluted                                          |  |                                    | 59,445  |   |                                  |   | 57,929  |      |  |   | 59,130  |   |  |   | 58,019  |  

The accompanying note are an integral part of these consolidated financial statements.



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##### Table of Contents

First Advantage Corporation

Consolidated Statement of Changes in Stockholders Equity

For the Six Months Ended June 30, 2007 (Unaudited)



|                                                                  |  |                    |  |                    |    |                           |   |                                     |  |                  |       |  |       |         |   |  |   |         |  
|----------------------------------------------------------------- |  | ------------------ |  | ------------------ | -- | ------------------------- | - | ----------------------------------- |  | ---------------- | ----- |  | ----- | ------- | - |  | - | ------- | -
|(in thousands)                                                    |  | CommonStock Shares |  | CommonStock Amount |    | AdditionalPaid-in Capital |   | AccumulatedOtherComprehensiveIncome |  | RetainedEarnings |       |  | Total |        
|Balance at December 31, 2006                                      |  | 58,179             |  | $                  | 58 |                           | $ | 455,657                             |  | $                | 660   |  | $     | 218,566 |   |  | $ | 674,941 |  
|Cumulative effect of the adoption of FIN 48                       |  |                   |  |                    |   |                           |   |                                    |  |                  |      |  |       | (928    | ) |  |   | (928    | )
|Net income                                                        |  |                   |  |                    |   |                           |   |                                    |  |                  |      |  |       | 29,590  |   |  |   | 29,590  |  
|Class A Shares issued in connection with prior year acquisitions  |  | 444                |  |                    |   |                           |   | 10,912                              |  |                  |      |  |       |        |   |  |   | 10,912  |  
|Class A Shares issued in connection with share based compensation |  | 394                |  |                    | 1  |                           |   | 9,706                               |  |                  |      |  |       |        |   |  |   | 9,707   |  
|Tax benefit related to stock options                              |  |                   |  |                    |   |                           |   | 231                                 |  |                  |      |  |       |        |   |  |   | 231     |  
|Share based compensation                                          |  |                   |  |                    |   |                           |   | 6,367                               |  |                  |      |  |       |        |   |  |   | 6,367   |  
|Other comprehensive income                                        |  |                   |  |                    |   |                           |   |                                    |  |                  | 1,715 |  |       |        |   |  |   | 1,715   |  
|                                                                  |  |                    |  |                    |    |                           |   |                                     |  |                  |       |  |       |         |   |  |   |         |  
|Balance at June 30, 2007                                          |  | 59,017             |  | $                  | 59 |                           | $ | 482,873                             |  | $                | 2,375 |  | $     | 247,228 |   |  | $ | 732,535 |  
|                                                                  |  |                    |  |                    |    |                           |   |                                     |  |                  |       |  |       |         |   |  |   |         |  

The accompanying note are an integral part of these consolidated financial statements.



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##### Table of Contents

First Advantage Corporation

Consolidated Statements of Cash Flows

For the Six Months Ended June 30, 2007 and 2006 (Unaudited)



|                                                                                                          |  |                                  |         |   |      |   |         |  
|--------------------------------------------------------------------------------------------------------- |  | -------------------------------- | ------- | - | ---- | - | ------- | -
|(in thousands)                                                                                            |  | For the Six Months EndedJune 30, |        
|                                                                                                          |  | 2007                             |         |   | 2006 |  
|Cash flows from operating activities:                                                                     |  |                                  |         |   |      |   |         |  
|Net income                                                                                                |  | $                                | 29,590  |   |      | $ | 29,382  |  
|Adjustments to reconcile net income to net cash provided by operating activities:                         |  |                                  |         |   |      |   |         |  
|Depreciation and amortization                                                                             |  |                                  | 21,182  |   |      |   | 18,728  |  
|Bad debt expense                                                                                          |  |                                  | 3,543   |   |      |   | 1,708   |  
|Share based compensation                                                                                  |  |                                  | 8,903   |   |      |   | 5,962   |  
|Minority interest in net income                                                                           |  |                                  | 1,029   |   |      |   | 1,680   |  
|Equity in earnings of investee                                                                            |  |                                  | (1,450  | ) |      |   | (660    | )
|Deferred income tax                                                                                       |  |                                  | 6,050   |   |      |   | (804    | )
|Change in operating assets and liabilities, net of acquisitions:                                          |  |                                  |         |   |      |   |         |  
|Accounts receivable                                                                                       |  |                                  | (10,209 | ) |      |   | (24,687 | )
|Prepaid expenses and other current assets                                                                 |  |                                  | (1,076  | ) |      |   | (2,284  | )
|Other assets                                                                                              |  |                                  | (687    | ) |      |   | 2,762   |  
|Accounts payable                                                                                          |  |                                  | (4,015  | ) |      |   | (4,050  | )
|Accrued liabilities                                                                                       |  |                                  | (6,577  | ) |      |   | (4,733  | )
|Deferred income                                                                                           |  |                                  | (1,375  | ) |      |   | (480    | )
|Due to affiliates                                                                                         |  |                                  | 313     |   |      |   | 7,122   |  
|Net change in income tax accounts                                                                         |  |                                  | 3,542   |   |      |   | (1,816  | )
|Accrued compensation and other liabilities                                                                |  |                                  | 2,391   |   |      |   | (164    | )
|                                                                                                          |  |                                  |         |   |      |   |         |  
|Net cash provided by operating activities                                                                 |  |                                  | 51,154  |   |      |   | 27,666  |  
|                                                                                                          |  |                                  |         |   |      |   |         |  
|Cash flows from investing activities:                                                                     |  |                                  |         |   |      |   |         |  
|Database development costs                                                                                |  |                                  | (1,835  | ) |      |   | (1,958  | )
|Purchases of property and equipment                                                                       |  |                                  | (20,118 | ) |      |   | (12,962 | )
|Cash paid for acquisitions                                                                                |  |                                  | (27,183 | ) |      |   | (25,713 | )
|Cash balance of companies acquired                                                                        |  |                                  | 120     |   |      |   | 2,962   |  
|                                                                                                          |  |                                  |         |   |      |   |         |  
|Net cash used in investing activities                                                                     |  |                                  | (49,016 | ) |      |   | (37,671 | )
|                                                                                                          |  |                                  |         |   |      |   |         |  
|Cash flows from financing activities:                                                                     |  |                                  |         |   |      |   |         |  
|Proceeds from long-term debt                                                                              |  |                                  | 42,817  |   |      |   | 32,777  |  
|Repayment of long-term debt                                                                               |  |                                  | (51,707 | ) |      |   | (31,458 | )
|Cash contributions from First American to Leadclick LLC                                                   |  |                                  | 3,785   |   |      |   |        |  
|Proceeds from class A shares issued in connection with stock option plan and employee stock purchase plan |  |                                  | 3,067   |   |      |   | 1,365   |  
|Distribution to minority interest shareholders                                                            |  |                                  | (2,120  | ) |      |   | (1,948  | )
|                                                                                                          |  |                                  |         |   |      |   |         |  
|Net cash (used in) provided by financing activities                                                       |  |                                  | (4,158  | ) |      |   | 736     |  
|                                                                                                          |  |                                  |         |   |      |   |         |  
|Effect of exchange rates on cash                                                                          |  |                                  | (97     | ) |      |   | 7       |  
|Decrease in cash and cash equivalents                                                                     |  |                                  | (2,117  | ) |      |   | (9,262  | )
|Cash and cash equivalents at beginning of period                                                          |  |                                  | 31,941  |   |      |   | 28,380  |  
|                                                                                                          |  |                                  |         |   |      |   |         |  
|Cash and cash equivalents at end of period                                                                |  | $                                | 29,824  |   |      | $ | 19,118  |  
|                                                                                                          |  |                                  |         |   |      |   |         |  

The accompanying notes are an integral part of these consolidated financial statements.



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##### Table of Contents

First Advantage Corporation

Consolidated Statements of Cash Flows

For the Six Months Ended June 30, 2007 and 2006 (Unaudited)



|                                                                 |  |                                  |        |      |   |       
|---------------------------------------------------------------- |  | -------------------------------- | ------ | ---- | - | ------
|                                                                 |  | For the Six Months EndedJune 30,
|                                                                 |  | 2007                             |        | 2006
|Supplemental disclosures of cash flow information:               |  |                                  |        |      |   |       
|Cash paid for interest                                           |  | $                                | 6,512  |      | $ | 5,198 
|                                                                 |  |                                  |        |      |   |       
|Cash paid for income taxes                                       |  | $                                | 12,363 |      | $ | 23,187
|                                                                 |  |                                  |        |      |   |       
|Non-cash investing and financing activities:                     |  |                                  |        |      |   |       
|Class A shares issued in connection with prior year acquisitions |  | $                                | 10,912 |      | $ | 12,103
|                                                                 |  |                                  |        |      |   |       
|Notes issued in connection with acquisitions                     |  | $                                | 3,432  |      | $ | 5,600 
|                                                                 |  |                                  |        |      |   |       
|Class A shares issued for share based compensation               |  | $                                | 5,518  |      | $ | 1,642 
|                                                                 |  |                                  |        |      |   |       

The accompanying notes are an integral part of these consolidated financial statements.



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##### Table of Contents

First Advantage Corporation

Notes to Consolidated Financial Statements

June 30, 2007 and 2006 (Unaudited)



|1. | Organization and Nature of Business
|-- | -----------------------------------

First
Advantage Corporation (the Company or First Advantage) is a global risk mitigation and business solutions provider and operates in six primary business segments: Lender Services, Data Services, Dealer Services, Employer
Services, Multifamily Services, and Investigative and Litigation Support Services.

The First American Corporation and affiliates
(First American) own approximately 81% of the shares of capital stock of the Company as of June 30, 2007. The Class B common stock owned by First American is entitled to ten votes per share on all matters presented to the
stockholders for vote.

On March 1, 2007, John Long submitted his resignation as the Chief Executive Officer and as a director of the
Company, effective as of March 30, 2007. In connection with his resignation from the Company, Mr. Long and First Advantage entered into a Transition Agreement dated as of March 2, 2007. The Transition Agreement provides that
Mr. Long will receive cash severance of $4.4 million to be paid in two equal installments between April 2007 and March 2008. In addition, Mr. Long will receive an acceleration of his unvested options and two restricted stock awards,
effective March 30, 2007. An additional restricted stock award made to Mr. Long will vest during the term of restrictive covenants set forth in the Transition Agreement. Restricted stock units, previously granted to Mr. Long, will
continue to vest according to the terms of First Advantages 2003 Incentive Compensation Plan. Based on the recommendation of the Compensation Committee, the Transition Agreement was approved by First Advantages board of directors on
March 1, 2007. In connection with the Transition Agreement, First Advantage recorded compensation expense of $8.0 million in the first quarter of 2007 (included in salaries and benefits in the accompanying six months ended June 30, 2007
Consolidated Statements of Income and Comprehensive Income), reflecting the value of the cash severance payment of $4.4 million and the value of the previously unvested restricted stock, restricted stock units and stock options. The $8.0 million of
compensation expense reduced net income for the six months ending June 30, 2007 by $4.7 million or 8 cents per diluted share.



|2. | Summary of Significant Accounting Policies
|-- | ------------------------------------------

Basis of Presentation

The consolidated financial information included in this report has been prepared in accordance with
the instructions to Form 10-Q and does not include all of the information and notes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments are of a normal recurring
nature and are considered necessary for a fair statement of the results for the interim period. The year end balance data was derived from audited financial statements, but does not include all disclosures required by generally



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First Advantage Corporation

Notes to Consolidated Financial Statements

June 30, 2007 and 2006 (Unaudited)



accepted accounting principles. This report should be read in conjunction with the Companys Annual Report on Form 10-K for the year ended
December 31, 2006 filed with the Securities and Exchange Commission.

First Advantage completed one acquisition in the first quarter of
2007. The Companys operating results for the three and six months ended June 30, 2007 include results for the acquired entity from the date of acquisition.

Operating results for the three and six months ended June 30, 2007 and 2006 are not necessarily indicative of the results that may be expected for the entire fiscal year.

As of June 30, 2007, the Companys significant accounting polices and estimates, which are detailed in the Companys Annual Report on Form
10-K for the year ended December 31, 2006, have not changed from December 31, 2006.

Certain amounts for the three and six months
ended June 30, 2006 have been reclassified to conform with the 2007 presentation.

Recent Accounting Pronouncements

In September 2006, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards No. 157 Fair
Value Measurements (SFAS 157). SFAS 157 defines fair value, establishes a framework for measuring fair value within generally accepted accounting principles, and expands disclosure requirements regarding fair value measurements.
The provisions for SFAS 157 are effective for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years.

In February 2007, the FASB issued FAS 159The Fair Value Option for Financial Assets and Liabilities. FAS 159 allows companies to report selected financial assets and liabilities at fair value at their
discretion. FAS 159 also establishes presentation and disclosure requirements designed to facilitate comparisons between companies that choose different measurement attributes for similar types of assets and liabilities. FAS 159 is
effective at the beginning of a companys first fiscal year after November 15, 2007.



|3. | Acquisitions
|-- | ------------

During the first quarter of 2007, the
Company completed one acquisition for $4.5 million in cash and notes. In addition, the Company paid consideration of $35.6 related to earnout provisions from prior year acquisitions and an additional purchase of a portion of the minority interest in
LeadClick Media Inc.

The aggregate purchase price of the acquisition and the earnouts completed during 2007 is as follows:



|                           |  |   |       
|-------------------------- |  | - | ------
|(in thousands)             |  |  
|Cash                       |  | $ | 27,183
|Notes payable              |  |   | 3,432 
|Stock (378 Class A shares) |  |   | 9,466 
|                           |  |   |       
|Purchase price             |  | $ | 40,081
|                           |  |   |       

The cash paid includes $3.8 million contributed by First American to LeadClick Holding Company,
LLC (70% owned by First Advantage and 30% owned by First American), a consolidated subsidiary of First Advantage, to fund their portion of an overall $12.6 capital contribution in LeadClick Media, Inc.



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##### Table of Contents

First Advantage Corporation

Notes to Consolidated Financial Statements

June 30, 2007 and 2006 (Unaudited)



The preliminary allocation of the aggregate purchase price of this acquisition and the earnouts are
as follows:



|                               |  |   |       
|------------------------------ |  | - | ------
|(in thousands)                 |  |  
|Goodwill                       |  | $ | 36,895
|Identifiable intangible assets |  |   | 1,046 
|Net assets acquired            |  |   | 2,140 
|                               |  |   |       
|                               |  | $ | 40,081
|                               |  |   |       

The changes in the carrying amount of goodwill, by operating segment, are as follows for the six
months ended June 30, 2007:



|                                              |  |                             |         |                          |   |                                   |  |                         |       |  |   |        
|--------------------------------------------- |  | --------------------------- | ------- | ------------------------ | - | --------------------------------- |  | ----------------------- | ----- |  | - | -------
|(in thousands)                                |  | Balance atDecember 31, 2006 |         | Acquisitionsand Earnouts |   | Adjustments to netassets acquired |  | Balance atJune 30, 2007
|Lender Services                               |  | $                           | 46,800  |                          | $ |                                  |  | $                       |      |  | $ | 46,800 
|Data Services                                 |  |                             | 218,248 |                          |   | 11,495                            |  |                         | 199   |  |   | 229,942
|Dealer Services                               |  |                             | 55,995  |                          |   |                                  |  |                         |      |  |   | 55,995 
|Employer Services                             |  |                             | 224,012 |                          |   | 17,243                            |  |                         | 2,457 |  |   | 243,712
|Multifamily Services                          |  |                             | 48,100  |                          |   | 1,000                             |  |                         |      |  |   | 49,100 
|Investigative and Litigation Support Services |  |                             | 56,969  |                          |   | 7,157                             |  |                         | 5     |  |   | 64,131 
|                                              |  |                             |         |                          |   |                                   |  |                         |       |  |   |        
|Consolidated                                  |  | $                           | 650,124 |                          | $ | 36,895                            |  | $                       | 2,661 |  | $ | 689,680
|                                              |  |                             |         |                          |   |                                   |  |                         |       |  |   |        

The adjustments to net assets acquired represent post acquisition adjustments for those companies
not acquired in the period.



|4. | Goodwill and Intangible Assets
|-- | ------------------------------

In accordance with
Statement of Financial Accounting Standards (SFAS) No. 142, Goodwill and Other Intangible Assets, the Company will complete the goodwill impairment test for all reporting units in the fourth quarter of 2007 (using the
September 30 valuation date). There have been no impairments of goodwill during the six months ended June 30, 2007.



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First Advantage Corporation

Notes to Consolidated Financial Statements

June 30, 2007 and 2006 (Unaudited)



Goodwill, customer lists and other intangible assets as of June 30, 2007 and December 31,
2006 are as follows:



|                              |  |               |         |   |                   |   |         |  
|----------------------------- |  | ------------- | ------- | - | ----------------- | - | ------- | -
|(in thousands)                |  | June 30, 2007 |         |   | December 31, 2006 |  
|                              |  |              
|Goodwill                      |  | $             | 689,680 |   |                   | $ | 650,124 |  
|                              |  |               |         |   |                   |   |         |  
|Customer lists                |  | $             | 97,854  |   |                   | $ | 96,917  |  
|Less accumulated amortization |  |               | (28,070 | ) |                   |   | (22,498 | )
|                              |  |               |         |   |                   |   |         |  
|Customer lists, net           |  | $             | 69,784  |   |                   | $ | 74,419  |  
|                              |  |               |         |   |                   |   |         |  
|Other intangible assets:      |  |               |         |   |                   |   |         |  
|Noncompete agreements         |  | $             | 14,720  |   |                   | $ | 15,084  |  
|Trade names                   |  |               | 21,615  |   |                   |   | 21,607  |  
|                              |  |               |         |   |                   |   |         |  
|                              |  |               | 36,335  |   |                   |   | 36,691  |  
|Less accumulated amortization |  |               | (10,674 | ) |                   |   | (8,367  | )
|                              |  |               |         |   |                   |   |         |  
|Other intangible assets, net  |  | $             | 25,661  |   |                   | $ | 28,324  |  
|                              |  |               |         |   |                   |   |         |  

Amortization of customer lists and other intangible assets totaled approximately $8.4 million and
$7.8 million for the six months ended June 30, 2007 and 2006, respectively. Estimated amortization expense relating to intangible asset balances as of June 30, 2007, is expected to be as follows over the next five years:



|               |  |   |       
|-------------- |  | - | ------
|(in thousands) |  |  
|2007           |  | $ | 8,241 
|2008           |  |   | 16,000
|2009           |  |   | 15,080
|2010           |  |   | 14,128
|2011           |  |   | 11,201
|Thereafter     |  |   | 30,795
|               |  |   |       
|               |  | $ | 95,445
|               |  |   |       



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##### Table of Contents

First Advantage Corporation

Notes to Consolidated Financial Statements

June 30, 2007 and 2006 (Unaudited)



The changes in the carrying amount of identifiable intangible assets are as follows for the six
months ended June 30, 2007:



|                              |  |                       |        |   |               |   |        |  
|----------------------------- |  | --------------------- | ------ | - | ------------- | - | ------ | -
|(in thousands)                |  | OtherIntangibleAssets |        |   | CustomerLists |  
|Balance, at December 31, 2006 |  | $                     | 28,324 |   |               | $ | 74,419 |  
|Acquisitions                  |  |                       | 174    |   |               |   | 872    |  
|Adjustments                   |  |                       | 27     |   |               |   | 47     |  
|Amortization                  |  |                       | (2,864 | ) |               |   | (5,554 | )
|                              |  |                       |        |   |               |   |        |  
|Balance, at June 30, 2007     |  | $                     | 25,661 |   |               | $ | 69,784 |  
|                              |  |                       |        |   |               |   |        |  



|5. | Debt
|-- | ----

Long-term debt and capital leases consist of
the following at June 30, 2007:



|                                                                                                                                                            |  |   |        
|----------------------------------------------------------------------------------------------------------------------------------------------------------- |  | - | -------
|(in thousands, except percentages)                                                                                                                          |  |  
|Acquisition notes:                                                                                                                                          |  |   |        
|Weighted average interest rate of 6.72% with maturities through 2010                                                                                        |  | $ | 40,064 
|Bank notes:                                                                                                                                                 |  |   |        
|$225 million Secured Credit Facility, interest at 30-day LIBOR plus 1.25% (6.57% and 5.99% at June 30, 2007 and 2006, respectively),
matures September 2010 |  |   | 154,000
|Capital leases and other debt:                                                                                                                              |  |   |        
|Various interest rates with maturities through 2009                                                                                                         |  |   | 829    
|                                                                                                                                                            |  |   |        
|Total long-term debt and capital leases                                                                                                                     |  |   | 194,893
|Less current portion of long-term debt and capital leases                                                                                                   |  |   | 17,398 
|                                                                                                                                                            |  |   |        
|Long-term debt and capital leases, net of current portion                                                                                                   |  | $ | 177,495
|                                                                                                                                                            |  |   |        

At June 30, 2007, the Company was in compliance with the financial covenants of its loan
agreement.



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##### Table of Contents

First Advantage Corporation

Notes to Consolidated Financial Statements

June 30, 2007 and 2006 (Unaudited)



|6. | Earnings Per Share
|-- | ------------------

A reconciliation of earnings
per share and weighted-average shares outstanding is as follows:



|                                                                      |  |                            |        |                          |   |        |  |      |        |  |   |       
|--------------------------------------------------------------------- |  | -------------------------- | ------ | ------------------------ | - | ------ |  | ---- | ------ |  | - | ------
|(in thousands, except per share amounts)                              |  | Three Months EndedJune 30, |        | Six Months EndedJune 30,
|                                                                      |  | 2007                       |        | 2006                     |   | 2007   |  | 2006
|Net Income - numerator for basic and fully diluted earnings per share |  | $                          | 18,347 |                          | $ | 16,637 |  | $    | 29,590 |  | $ | 29,382
|Denominator:                                                          |  |                            |        |                          |   |        |  |      |        |  |   |       
|Weighted-average shares for basic earnings per share                  |  |                            | 58,954 |                          |   | 57,730 |  |      | 58,665 |  |   | 56,868
|Effect of restricted stock                                            |  |                            | 124    |                          |   | 23     |  |      | 123    |  |   | 26    
|Effect of contingent shares related to DealerTrack                    |  |                            |       |                          |   |       |  |      |       |  |   | 739   
|Effect of dilutive securities - employee stock options and warrants   |  |                            | 367    |                          |   | 176    |  |      | 342    |  |   | 386   
|                                                                      |  |                            |        |                          |   |        |  |      |        |  |   |       
|Denominator for diluted earnings per share                            |  |                            | 59,445 |                          |   | 57,929 |  |      | 59,130 |  |   | 58,019
|                                                                      |  |                            |        |                          |   |        |  |      |        |  |   |       
|Earnings per share:                                                   |  |                            |        |                          |   |        |  |      |        |  |   |       
|Basic                                                                 |  | $                          | 0.31   |                          | $ | 0.29   |  | $    | 0.50   |  | $ | 0.52  
|Diluted                                                               |  | $                          | 0.31   |                          | $ | 0.29   |  | $    | 0.50   |  | $ | 0.51  

For the three months ended June 30, 2007 and 2006, options totaling 2,105,586 and 1,581,662,
respectively, were excluded from the weighted average diluted shares outstanding, as they were antidilutive. For the six months ended June 30, 2007 and 2006, options totaling 1,901,776 and 1,329,719, respectively, were excluded from the
weighted average diluted shares outstanding, as they were antidilutive.



|7. | Share-Based Compensation
|-- | ------------------------

At June 30, 2007,
there are 5,762,425 stock options to purchase shares of the Companys common stock, 356,660 restricted stock awards, and 71,483 restricted stock units were granted under the First Advantage Corporation 2003 Incentive Compensation Plan.
Share-based grants generally vest over three years at a rate of 33.4% for the first year and 33.3% for each of the two following years. The option grants expire ten years after the grant date. As of January 1, 2006, the Company accounts for
these share-based grants in accordance with SFAS No.123R, which requires that the cost resulting from all share-based payment transactions be recognized in the financial statements. Share-based compensation for the three months ending June 30,
2007 and 2006 was $2.8 million and $3.1 million, respectively. Share-based compensation for the six months ending June 30, 2007 and 2006 was $8.9 million and $6.0 million, respectively.

Warrants and Options to Purchase Class A Common Stock

The Company had outstanding warrants to purchase up to 47,994 shares of its common stock at exercise prices ranging from $0.25 to $22.50 per share as of June 30, 2007. The weighted average remaining contractual
life in years for the warrants outstanding is 3.01 and the weighted average exercise price is $14.01.



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First Advantage Corporation

Notes to Consolidated Financial Statements

June 30, 2007 and 2006 (Unaudited)



Stock option activity under the Companys stock plan since December 31, 2006 is summarized
as follows:



|                                         |  |                 |   |  |                                 |      
|---------------------------------------- |  | --------------- | - |  | ------------------------------- | -----
|(in thousands)                           |  | Number ofShares |   |  | Weighted Average Exercise Price
|Options outstanding at December 31, 2006 |  | 4,201           |   |  | $                               | 21.89
|                                         |  |                
|Options granted                          |  | 727             |   |  | $                               | 26.49
|Options exercised                        |  | (149            | ) |  | $                               | 16.52
|Options canceled                         |  | (100            | ) |  | $                               | 23.37
|                                         |  |                 |   |  |                                 |      
|Options outstanding at June 30, 2007     |  | 4,679           |   |  | $                               | 22.71
|                                         |  |                 |   |  |                                 |      
|                                         |  |                
|Options exercisable, end of the quarter  |  | 2,854           |   |  | $                               | 21.15
|                                         |  |                 |   |  |                                 |      

The following table summarizes information about stock options outstanding at June 30, 2007:

(in thousands, except for exercise prices, years and weighted average amounts)



|                         |  |                     |  |                                                |  |                                 |  |        |  |                                
|------------------------ |  | ------------------- |  | ---------------------------------------------- |  | ------------------------------- |  | ------ |  | -------------------------------
|                         |  | Options Outstanding |  | Options Exercisable                           
|Range of Exercise Prices |  | Shares              |  | Weighted AvgRemaining ContractualLife in
Years |  | Weighted Average Exercise Price |  | Shares |  | Weighted Average Exercise Price
|$ 7.00 - $ 12.50         |  | 13                  |  | 4.1                                            |  | $10.34                          |  | 13     |  | $10.34                         
|$12.51 - $ 25.00         |  | 3,368               |  | 6.0                                            |  | $20.87                          |  | 2,590  |  | $20.28                         
|$25.01 - $ 50.00         |  | 1,287               |  | 8.8                                            |  | $27.07                          |  | 240    |  | $27.86                         
|$50.01 - $242.25         |  | 11                  |  | 3.0                                            |  | $89.20                          |  | 11     |  | $89.20                         
|                         |  |                     |  |                                                |  |                                 |  |        |  |                                
|                         |  | 4,679               |  |                                                |  |                                 |  | 2,854  |  |                                
|                         |  |                     |  |                                                |  |                                 |  |        |  |                                



|8. | Income Taxes
|-- | ------------

The Company or one of its
subsidiaries files income tax returns in the U.S. federal jurisdiction, various state jurisdictions, and foreign jurisdictions. With few exceptions, the Company is no longer subject to U.S. federal examinations by tax authorities for years before
2003, and state and local, and non-U.S. income tax examinations by tax authorities for years before 2002. The Internal Revenue Service commenced an examination of Leadclick Media, Inc.s separate 2005 federal income tax return. The Company does
not anticipate material adjustments as a result of this examination.

The Company adopted the provisions of FASB Interpretation No. 48
(FIN 48), Accounting for Uncertainty in Income Taxes, on January 1, 2007. As a result of the implementation of FIN 48, the Company recognized approximately a $0.2 million increase in the liability for uncertain tax benefits as well as
approximately $0.7 million increase in the liability for related penalties and interest, which was accounted for as a reduction to the January 1, 2007 retained earnings.



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##### Table of Contents

First Advantage Corporation

Notes to Consolidated Financial Statements

June 30, 2007 and 2006 (Unaudited)



As of June 30, 2007, the Company has a $0.9 million total liability recorded for unrecognized tax
benefits as well as a $0.7 million total liability for income tax related penalties and interest. The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate is $0.9 million. The majority of the
unrecognized tax benefits and associated interest and penalties relates to foreign operations. The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. The Company does not
currently anticipate that the total amount of unrecognized tax benefits will significantly increase or decrease by the end of 2007.



|9. | Segment Information
|-- | -------------------

The Company operates in six
primary business segments: Lender Services, Data Services, Dealer Services, Employer Services, Multifamily Services, and Investigative and Litigation Support Services.

The Lender Services segment offers lenders credit reporting solutions for mortgage and home equity needs.

The Data Services segment includes business lines that provide transportation credit reporting, motor vehicle record reporting, fleet management, supply chain theft and damage mitigation consulting, consumer location, criminal records
reselling, specialty finance credit reporting, consumer credit reporting services, and lead generation services. Revenue for the Data Services segment includes $1.3 million and $1.2 million of inter-segment sales for the three months ended
June 30, 2007 and 2006, respectively. Revenue for the Data Services segment includes $2.5 million and $2.4 million of inter-segment sales for the six months ended June 30, 2007 and 2006, respectively.

The Dealer Services business segment serves the automotive dealer marketplace by delivering consolidated consumer credit reports, credit automation
software and vehicle lead generation services.

The Employer Services segment includes employment background screening, occupational health
services, tax incentive services and hiring solutions. Products and services relating to employment background screening include criminal records searches, employment and education verification, social security number verification and credit
reporting. Occupational health services include drug-free workplace programs, physical examinations and employee assistance programs. Hiring solutions include applicant tracking software and recruiting services. Tax incentive services include
services related to the administration of employment-based and location-based tax credit and incentive programs, sales and use tax programs and fleet asset management programs. The professional employer organization provides companies with
comprehensive outsourced management of payroll and human resource management. Revenue for the Employer Services segment includes $0.2



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First Advantage Corporation

Notes to Consolidated Financial Statements

June 30, 2007 and 2006 (Unaudited)



million and $0.2 million of inter-segment sales for each of the three month periods ended June 30, 2007 and 2006, respectively. Revenue for the Employer
Services segment includes $0.6 million and $0.5 million of inter-segment sales for each of the six month periods ended June 30, 2007 and 2006, respectively.

The Multifamily Services segment includes resident screening and software services. Resident screening services include criminal background and eviction searches, credit reporting, employment verification and lease
performance and payment histories. Revenue for the Multifamily Services segment includes $0.1 million of inter-segment sales for each of the three month periods ended June 30, 2007 and 2006. Revenue for the Multifamily Services segment includes
$0.3 million and $0.2 million of inter-segment sales for each of the six month periods ended June 30, 2007 and 2006, respectively.

The
Investigative and Litigation Support Services segment includes all investigative services. Products and services offered by the Investigative and Litigation Support Services segment includes surveillance services, field interviews, computer
forensics, electronic discovery, due diligence reports and other high level investigations.

The elimination of intra-segment revenue and
cost of service revenue is included in Corporate. These transactions are recorded at cost.

International operations included in the
Employer Services segment include service revenue of $9.8 million and $4.4 million for the three months ended June 30, 2007 and 2006, respectively, and $18.4 million and $7.8 million for the six months ended June 30, 2007 and 2006,
respectively. International operations included in Investigative and Litigation Support Services segment include service revenue of $6.0 million and $6.1 million for the three and six months ended June 30, 2007, respectively.



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##### Table of Contents

First Advantage Corporation

Notes to Consolidated Financial Statements

June 30, 2007 and 2006 (Unaudited)



The following table sets forth segment information for the three months ended June 30, 2007 and
2006.



|                                              |  |                 |         |   |                               |   |                               |  |   |         |   |  |   |          
|--------------------------------------------- |  | --------------- | ------- | - | ----------------------------- | - | ----------------------------- |  | - | ------- | - |  | - | ---------
|(in thousands)                                |  | Service Revenue |         |   | Depreciation and Amortization |   | Income (Loss) From Operations |  |   | Assets 
|Three Months Ended June 30, 2007              |  |                 |         |   |                               |   |                               |  |   |         |   |  |   |          
|Lender Services                               |  | $               | 42,833  |   |                               | $ | 1,686                         |  | $ | 11,686  |   |  | $ | 82,424   
|Data Services                                 |  |                 | 38,694  |   |                               |   | 2,929                         |  |   | 10,995  |   |  |   | 325,585  
|Dealer Services                               |  |                 | 29,877  |   |                               |   | 706                           |  |   | 3,576   |   |  |   | 115,945  
|Employer Services                             |  |                 | 57,823  |   |                               |   | 2,671                         |  |   | 6,799   |   |  |   | 366,150  
|Multifamily Services                          |  |                 | 19,676  |   |                               |   | 1,187                         |  |   | 5,866   |   |  |   | 84,618   
|Investigative and Litigation Support Services |  |                 | 18,940  |   |                               |   | 871                           |  |   | 4,430   |   |  |   | 99,533   
|Corporate and Eliminations                    |  |                 | (490    | ) |                               |   | 687                           |  |   | (9,074  | ) |  |   | 64,377   
|                                              |  |                 |         |   |                               |   |                               |  |   |         |   |  |   |          
|Consolidated                                  |  | $               | 207,353 |   |                               | $ | 10,737                        |  | $ | 34,278  |   |  | $ | 1,138,632
|                                              |  |                 |         |   |                               |   |                               |  |   |         |   |  |   |          
|Three Months Ended June 30, 2006              |  |                 |         |   |                               |   |                               |  |   |         |   |  |   |          
|Lender Services                               |  | $               | 45,649  |   |                               | $ | 1,705                         |  | $ | 14,385  |   |  | $ | 81,815   
|Data Services                                 |  |                 | 35,278  |   |                               |   | 2,992                         |  |   | 9,267   |   |  |   | 310,769  
|Dealer Services                               |  |                 | 31,168  |   |                               |   | 699                           |  |   | 4,973   |   |  |   | 120,199  
|Employer Services                             |  |                 | 46,840  |   |                               |   | 1,832                         |  |   | 5,663   |   |  |   | 330,749  
|Multifamily Services                          |  |                 | 18,759  |   |                               |   | 1,100                         |  |   | 4,886   |   |  |   | 78,907   
|Investigative and Litigation Support Services |  |                 | 15,069  |   |                               |   | 765                           |  |   | 3,087   |   |  |   | 85,166   
|Corporate and Eliminations                    |  |                 | (1,023  | ) |                               |   | 425                           |  |   | (8,967  | ) |  |   | 35,938   
|                                              |  |                 |         |   |                               |   |                               |  |   |         |   |  |   |          
|Consolidated                                  |  | $               | 191,740 |   |                               | $ | 9,518                         |  | $ | 33,294  |   |  | $ | 1,043,543
|                                              |  |                 |         |   |                               |   |                               |  |   |         |   |  |   |          
|Six Months Ended June 30, 2007                |  |                 |         |   |                               |   |                               |  |   |         |   |  |   |          
|Lender Services                               |  | $               | 88,470  |   |                               | $ | 3,334                         |  | $ | 24,342  |   |  | $ | 82,424   
|Data Services                                 |  |                 | 78,736  |   |                               |   | 5,779                         |  |   | 22,716  |   |  |   | 325,585  
|Dealer Services                               |  |                 | 59,644  |   |                               |   | 1,432                         |  |   | 7,088   |   |  |   | 115,945  
|Employer Services                             |  |                 | 112,521 |   |                               |   | 5,139                         |  |   | 11,910  |   |  |   | 366,150  
|Multifamily Services                          |  |                 | 37,281  |   |                               |   | 2,357                         |  |   | 10,180  |   |  |   | 84,618   
|Investigative and Litigation Support Services |  |                 | 34,238  |   |                               |   | 1,797                         |  |   | 6,616   |   |  |   | 99,533   
|Corporate and Eliminations                    |  |                 | (1,650  | ) |                               |   | 1,344                         |  |   | (26,564 | ) |  |   | 64,377   
|                                              |  |                 |         |   |                               |   |                               |  |   |         |   |  |   |          
|Consolidated                                  |  | $               | 409,240 |   |                               | $ | 21,182                        |  | $ | 56,288  |   |  | $ | 1,138,632
|                                              |  |                 |         |   |                               |   |                               |  |   |         |   |  |   |          
|Six Months Ended June 30, 2006                |  |                 |         |   |                               |   |                               |  |   |         |   |  |   |          
|Lender Services                               |  | $               | 90,951  |   |                               | $ | 3,463                         |  | $ | 27,866  |   |  | $ | 81,815   
|Data Services                                 |  |                 | 71,159  |   |                               |   | 6,002                         |  |   | 18,902  |   |  |   | 310,769  
|Dealer Services                               |  |                 | 60,797  |   |                               |   | 1,387                         |  |   | 8,901   |   |  |   | 120,199  
|Employer Services                             |  |                 | 86,502  |   |                               |   | 3,444                         |  |   | 8,001   |   |  |   | 330,749  
|Multifamily Services                          |  |                 | 35,452  |   |                               |   | 2,237                         |  |   | 8,090   |   |  |   | 78,907   
|Investigative and Litigation Support Services |  |                 | 30,115  |   |                               |   | 1,516                         |  |   | 6,156   |   |  |   | 85,166   
|Corporate and Eliminations                    |  |                 | (2,017  | ) |                               |   | 679                           |  |   | (17,438 | ) |  |   | 35,938   
|                                              |  |                 |         |   |                               |   |                               |  |   |         |   |  |   |          
|Consolidated                                  |  | $               | 372,959 |   |                               | $ | 18,728                        |  | $ | 60,478  |   |  | $ | 1,043,543
|                                              |  |                 |         |   |                               |   |                               |  |   |         |   |  |   |          



-16-



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##### Table of Contents

|Item 2. | Managements Discussion and Analysis of Financial Condition and Results of Operations
|------- | -------------------------------------------------------------------------------------

Note of Caution Regarding Forward Looking Statements

Certain statements in this quarterly report on Form 10-Q relate
to future results of the Company and are considered forward-looking statements. These statements, which may be expressed in a variety of ways, including the use of future or present tense language, relate to among other things,
sufficiency and availability of cash flows and other sources of liquidity, current levels of operations, anticipated growth, future market positions, synergies from integration, ability to execute its growth strategy, levels of capital expenditures
and ability to satisfy current debt. These forward-looking statements, and others forward-looking statements contained in other public disclosures of the Company are based on assumptions that involve risks and uncertainties, and that are subject to
change based on various important factors (some of which are beyond the Companys control). Risks and uncertainties exist that may cause results to differ materially from those set forth in these forward-looking statements. Factors that could
cause the anticipated results to differ from those described in the forward-looking statements include: general volatility of the capital markets and the market price of the Companys Class A common stock; the Companys ability to
successfully raise capital; the Companys ability to identify and complete acquisitions and to successfully integrate businesses it acquires; changes in applicable government regulations; the degree and nature of the Companys competition;
increases in the Companys expenses; continued consolidation among the Companys competitors and customers; unanticipated technological changes and requirements; the Companys ability to identify suppliers of quality and
cost-effective data; and other factors described in this quarterly report on Form 10-Q. Actual results may differ materially from those expressed or implied as a result of these risks and uncertainties. The forward-looking statements speak only as
of the date they are made. The Company does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made.



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##### Table of Contents

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

Overview

First Advantage Corporation (NASDAQ: FADV) (First Advantage or the Company) provides global risk mitigation, screening services
and credit reporting to enterprise and consumer customers. The Company operates in six primary business segments: Lender Services, Data Services, Dealer Services, Employer Services, Multifamily Services, and Investigative & Litigation
Support Services. First Advantage is headquartered in St. Petersburg, Florida, and has approximately 4,800 employees in offices throughout the United States and abroad. For the six months ended June 30, 2007, First Advantage has acquired one
company, which is included in the Employer Services segment.

Operating results for the three and six months ended June 30, 2007
included total service revenue of $207.4 million and $409.2 million, respectively. This represents an increase of 8.1% and 9.7% over the same periods in 2006. The organic growth rate was 4.0% and 4.7% for the three and six months ended June 30,
2007, respectively. Operating income for the three and six months ended June 30, 2007 was $34.3 million and $56.3 million, respectively. Operating income increased $.9 million for the three months ended June 30, 2007 and decreased $4.2
million for the six months ended June 30, 2007 in comparison to the same periods in 2006. In connection with the former CEOs Transition Agreement, First Advantage recorded compensation expense of $8.0 million in the first quarter of 2007
(included in salaries and benefits in the accompanying six months ended June 30, 2007 Consolidated Statements of Income and Comprehensive Income), reflecting the value of the cash severance payment of $4.4 million and the value of the
previously unvested restricted stock, restricted stock units and stock options. The $8.0 million of compensation expense reduced net income for the six months ending June 30, 2007 by $4.7 million or 8 cents per diluted share.

Critical Accounting Policies and Estimates

Critical
accounting policies are those policies used in the preparation of the companys financial statements that require management to make estimates and judgments that affect the reported amounts of certain assets, liabilities, revenue, expenses and
related disclosure of contingencies. A summary of these policies can be found in Managements Discussion and Analysis in the Companys Annual Report on Form 10-K for year ended December 31, 2006.

Recent Accounting Pronouncements

In September 2006,
the FASB issued SFAS 157 Fair Value Measurements. SFAS 157 defines fair value, establishes a framework for measuring fair value within generally accepted accounting principles (GAAP), and expands disclosure requirements regarding fair
value measurements. The provisions for SFAS 157 are effective for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years.

In February 2007, the FASB issued FAS 159The Fair Value Option for Financial Assets and Liabilities. FAS 159 allows companies to report selected financial assets and liabilities at fair
value at their discretion. FAS 159 also establishes presentation and disclosure requirements designed to facilitate comparisons between companies that choose different measurement attributes for similar types of assets and liabilities. FAS 159 is
effective at the beginning of a companys first fiscal year after November 15, 2007.



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##### Table of Contents

The following is a summary of the operating results by the Companys business segments for the three
and six months ended June 30, 2007 and 2006.



|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|---------------------------------- |  | -------------- | ------ | - | ------------ | - | ------- | -------------- |  | - | ---------------- | - |  | ------------------- | ------- | - | --------------------------------- | - | ------ | --------- |  | - | ------ | - |  | - | ------- | - |  | - | ------- | -
|(in thousands, except percentages) |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |  
|Three Months Ended June 30, 2007   |  | LenderServices |        |   | DataServices |   |         | DealerServices |  |   | EmployerServices |   |  | MultifamilyServices |         |   | Invest/LitigationSupport Services |   |        | Corporate |  |   | Total  |  
|Service revenue                    |  | $              | 42,833 |   |              | $ | 38,694  |                |  | $ | 29,877           |   |  | $                   | 57,823  |   |                                   | $ | 19,676 |           |  | $ | 18,940 |   |  | $ | (490    | ) |  | $ | 207,353 |  
|Reimbursed government fee revenue  |  |                |       |   |              |   | 11,097  |                |  |   |                 |   |  |                     | 3,792   |   |                                   |   |       |           |  |   |       |   |  |   | (1,271  | ) |  |   | 13,618  |  
|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|Total revenue                      |  |                | 42,833 |   |              |   | 49,791  |                |  |   | 29,877           |   |  |                     | 61,615  |   |                                   |   | 19,676 |           |  |   | 18,940 |   |  |   | (1,761  | ) |  |   | 220,971 |  
|Cost of service revenue            |  |                | 14,244 |   |              |   | 10,247  |                |  |   | 16,110           |   |  |                     | 16,218  |   |                                   |   | 1,890  |           |  |   | 2,548  |   |  |   | (427    | ) |  |   | 60,830  |  
|Government fees paid               |  |                |       |   |              |   | 11,097  |                |  |   |                 |   |  |                     | 3,792   |   |                                   |   |       |           |  |   |       |   |  |   | (1,271  | ) |  |   | 13,618  |  
|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|Total cost of service              |  |                | 14,244 |   |              |   | 21,344  |                |  |   | 16,110           |   |  |                     | 20,010  |   |                                   |   | 1,890  |           |  |   | 2,548  |   |  |   | (1,698  | ) |  |   | 74,448  |  
|Gross margin                       |  |                | 28,589 |   |              |   | 28,447  |                |  |   | 13,767           |   |  |                     | 41,605  |   |                                   |   | 17,786 |           |  |   | 16,392 |   |  |   | (63     | ) |  |   | 146,523 |  
|Salaries and benefits              |  |                | 12,459 |   |              |   | 6,344   |                |  |   | 3,984            |   |  |                     | 21,352  |   |                                   |   | 6,721  |           |  |   | 7,858  |   |  |   | 7,132   |   |  |   | 65,850  |  
|Facilities and telecommunications  |  |                | 1,870  |   |              |   | 920     |                |  |   | 356              |   |  |                     | 2,412   |   |                                   |   | 982    |           |  |   | 577    |   |  |   | 1,000   |   |  |   | 8,117   |  
|Other operating expenses           |  |                | 888    |   |              |   | 7,259   |                |  |   | 5,145            |   |  |                     | 8,371   |   |                                   |   | 3,030  |           |  |   | 2,656  |   |  |   | 192     |   |  |   | 27,541  |  
|Depreciation and amortization      |  |                | 1,686  |   |              |   | 2,929   |                |  |   | 706              |   |  |                     | 2,671   |   |                                   |   | 1,187  |           |  |   | 871    |   |  |   | 687     |   |  |   | 10,737  |  
|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|Income (loss) from operations      |  | $              | 11,686 |   |              | $ | 10,995  |                |  | $ | 3,576            |   |  | $                   | 6,799   |   |                                   | $ | 5,866  |           |  | $ | 4,430  |   |  | $ | (9,074  | ) |  | $ | 34,278  |  
|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|                                   |  |                |        |   |              |   |         |               
|Operating margin percentage        |  |                | 27.3   | % |              |   | 28.4    | %              |  |   | 12.0             | % |  |                     | 11.8    | % |                                   |   | 29.8   | %         |  |   | 23.4   | % |  |   | N/A     |   |  |   | 16.5    | %
|                                   |  |                |        |   |              |   |         |               
|Three Months Ended June 30, 2006   |  | LenderServices |        |   | DataServices |   |         | DealerServices |  |   | EmployerServices |   |  | MultifamilyServices |         |   | Invest/LitigationSupport Services |   |        | Corporate |  |   | Total  |  
|Service revenue                    |  | $              | 45,649 |   |              | $ | 35,278  |                |  | $ | 31,168           |   |  | $                   | 46,840  |   |                                   | $ | 18,759 |           |  | $ | 15,069 |   |  | $ | (1,023  | ) |  | $ | 191,740 |  
|Reimbursed government fee revenue  |  |                |       |   |              |   | 11,094  |                |  |   |                 |   |  |                     | 3,102   |   |                                   |   |       |           |  |   |       |   |  |   | (813    | ) |  |   | 13,383  |  
|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|Total revenue                      |  |                | 45,649 |   |              |   | 46,372  |                |  |   | 31,168           |   |  |                     | 49,942  |   |                                   |   | 18,759 |           |  |   | 15,069 |   |  |   | (1,836  | ) |  |   | 205,123 |  
|Cost of service revenue            |  |                | 15,049 |   |              |   | 10,633  |                |  |   | 16,214           |   |  |                     | 13,534  |   |                                   |   | 1,813  |           |  |   | 2,901  |   |  |   | (991    | ) |  |   | 59,153  |  
|Government fees paid               |  |                |       |   |              |   | 11,094  |                |  |   |                 |   |  |                     | 3,102   |   |                                   |   |       |           |  |   |       |   |  |   | (813    | ) |  |   | 13,383  |  
|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|Total cost of service              |  |                | 15,049 |   |              |   | 21,727  |                |  |   | 16,214           |   |  |                     | 16,636  |   |                                   |   | 1,813  |           |  |   | 2,901  |   |  |   | (1,804  | ) |  |   | 72,536  |  
|Gross margin                       |  |                | 30,600 |   |              |   | 24,645  |                |  |   | 14,954           |   |  |                     | 33,306  |   |                                   |   | 16,946 |           |  |   | 12,168 |   |  |   | (32     | ) |  |   | 132,587 |  
|Salaries and benefits              |  |                | 12,438 |   |              |   | 5,937   |                |  |   | 4,140            |   |  |                     | 16,880  |   |                                   |   | 6,780  |           |  |   | 5,894  |   |  |   | 6,677   |   |  |   | 58,746  |  
|Facilities and telecommunications  |  |                | 1,728  |   |              |   | 742     |                |  |   | 401              |   |  |                     | 2,149   |   |                                   |   | 907    |           |  |   | 423    |   |  |   | 1,179   |   |  |   | 7,529   |  
|Other operating expenses           |  |                | 344    |   |              |   | 5,707   |                |  |   | 4,741            |   |  |                     | 6,782   |   |                                   |   | 3,273  |           |  |   | 1,999  |   |  |   | 654     |   |  |   | 23,500  |  
|Depreciation and amortization      |  |                | 1,705  |   |              |   | 2,992   |                |  |   | 699              |   |  |                     | 1,832   |   |                                   |   | 1,100  |           |  |   | 765    |   |  |   | 425     |   |  |   | 9,518   |  
|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|Income (loss) from operations      |  | $              | 14,385 |   |              | $ | 9,267   |                |  | $ | 4,973            |   |  | $                   | 5,663   |   |                                   | $ | 4,886  |           |  | $ | 3,087  |   |  | $ | (8,967  | ) |  | $ | 33,294  |  
|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|                                   |  |                |        |   |              |   |         |               
|Operating margin percentage        |  |                | 31.5   | % |              |   | 26.3    | %              |  |   | 16.0             | % |  |                     | 12.1    | % |                                   |   | 26.0   | %         |  |   | 20.5   | % |  |   | N/A     |   |  |   | 17.4    | %
|                                   |  |                |        |   |              |   |         |               
|Six Months Ended June 30, 2007     |  | LenderServices |        |   | DataServices |   |         | DealerServices |  |   | EmployerServices |   |  | MultifamilyServices |         |   | Invest/LitigationSupport Services |   |        | Corporate |  |   | Total  |  
|Service revenue                    |  | $              | 88,470 |   |              | $ | 78,736  |                |  | $ | 59,644           |   |  | $                   | 112,521 |   |                                   | $ | 37,281 |           |  | $ | 34,238 |   |  | $ | (1,650  | ) |  | $ | 409,240 |  
|Reimbursed government fee revenue  |  |                |       |   |              |   | 23,285  |                |  |   |                 |   |  |                     | 6,705   |   |                                   |   |       |           |  |   |       |   |  |   | (2,171  | ) |  |   | 27,819  |  
|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|Total revenue                      |  |                | 88,470 |   |              |   | 102,021 |                |  |   | 59,644           |   |  |                     | 119,226 |   |                                   |   | 37,281 |           |  |   | 34,238 |   |  |   | (3,821  | ) |  |   | 437,059 |  
|Cost of service revenue            |  |                | 29,847 |   |              |   | 21,318  |                |  |   | 31,664           |   |  |                     | 32,031  |   |                                   |   | 3,444  |           |  |   | 5,025  |   |  |   | (1,311  | ) |  |   | 122,018 |  
|Government fees paid               |  |                |       |   |              |   | 23,285  |                |  |   |                  |   |  |                     | 6,705   |   |                                   |   |       |           |  |   |       |   |  |   | (2,171  | ) |  |   | 27,819  |  
|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|Total cost of service              |  |                | 29,847 |   |              |   | 44,603  |                |  |   | 31,664           |   |  |                     | 38,736  |   |                                   |   | 3,444  |           |  |   | 5,025  |   |  |   | (3,482  | ) |  |   | 149,837 |  
|Gross margin                       |  |                | 58,623 |   |              |   | 57,418  |                |  |   | 27,980           |   |  |                     | 80,490  |   |                                   |   | 33,837 |           |  |   | 29,213 |   |  |   | (339    | ) |  |   | 287,222 |  
|Salaries and benefits              |  |                | 25,390 |   |              |   | 12,738  |                |  |   | 8,193            |   |  |                     | 42,428  |   |                                   |   | 13,634 |           |  |   | 14,745 |   |  |   | 22,692  |   |  |   | 139,820 |  
|Facilities and telecommunications  |  |                | 3,816  |   |              |   | 1,752   |                |  |   | 790              |   |  |                     | 4,755   |   |                                   |   | 1,917  |           |  |   | 1,112  |   |  |   | 2,000   |   |  |   | 16,142  |  
|Other operating expenses           |  |                | 1,741  |   |              |   | 14,433  |                |  |   | 10,477           |   |  |                     | 16,258  |   |                                   |   | 5,749  |           |  |   | 4,943  |   |  |   | 189     |   |  |   | 53,790  |  
|Depreciation and amortization      |  |                | 3,334  |   |              |   | 5,779   |                |  |   | 1,432            |   |  |                     | 5,139   |   |                                   |   | 2,357  |           |  |   | 1,797  |   |  |   | 1,344   |   |  |   | 21,182  |  
|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|Income (loss) from operations      |  | $              | 24,342 |   |              | $ | 22,716  |                |  | $ | 7,088            |   |  | $                   | 11,910  |   |                                   | $ | 10,180 |           |  | $ | 6,616  |   |  | $ | (26,564 | ) |  | $ | 56,288  |  
|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|                                   |  |                |        |   |              |   |         |               
|Operating margin percentage        |  |                | 27.5   | % |              |   | 28.9    | %              |  |   | 11.9             | % |  |                     | 10.6    | % |                                   |   | 27.3   | %         |  |   | 19.3   | % |  |   | N/A     |   |  |   | 13.8    | %
|                                   |  |                |        |   |              |   |         |               
|Six Months Ended
June 30, 2006     |  | LenderServices |        |   | DataServices |   |         | DealerServices |  |   | EmployerServices |   |  | MultifamilyServices |         |   | Invest/LitigationSupport Services |   |        | Corporate |  |   | Total  |  
|Service revenue                    |  | $              | 90,951 |   |              | $ | 71,159  |                |  | $ | 60,797           |   |  | $                   | 86,502  |   |                                   | $ | 35,452 |           |  | $ | 30,115 |   |  | $ | (2,017  | ) |  | $ | 372,959 |  
|Reimbursed government fee revenue  |  |                |       |   |              |   | 22,250  |                |  |   |                 |   |  |                     | 5,782   |   |                                   |   |       |           |  |   |       |   |  |   | (1,520  | ) |  |   | 26,512  |  
|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|Total revenue                      |  |                | 90,951 |   |              |   | 93,409  |                |  |   | 60,797           |   |  |                     | 92,284  |   |                                   |   | 35,452 |           |  |   | 30,115 |   |  |   | (3,537  | ) |  |   | 399,471 |  
|Cost of service revenue            |  |                | 30,100 |   |              |   | 21,307  |                |  |   | 31,940           |   |  |                     | 24,933  |   |                                   |   | 3,380  |           |  |   | 5,976  |   |  |   | (1,894  | ) |  |   | 115,742 |  
|Government fees paid               |  |                |       |   |              |   | 22,250  |                |  |   |                 |   |  |                     | 5,782   |   |                                   |   |       |           |  |   |       |   |  |   | (1,520  | ) |  |   | 26,512  |  
|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|Total cost of service              |  |                | 30,100 |   |              |   | 43,557  |                |  |   | 31,940           |   |  |                     | 30,715  |   |                                   |   | 3,380  |           |  |   | 5,976  |   |  |   | (3,414  | ) |  |   | 142,254 |  
|Gross margin                       |  |                | 60,851 |   |              |   | 49,852  |                |  |   | 28,857           |   |  |                     | 61,569  |   |                                   |   | 32,072 |           |  |   | 24,139 |   |  |   | (123    | ) |  |   | 257,217 |  
|Salaries and benefits              |  |                | 25,134 |   |              |   | 11,703  |                |  |   | 8,514            |   |  |                     | 32,871  |   |                                   |   | 13,654 |           |  |   | 11,780 |   |  |   | 13,724  |   |  |   | 117,380 |  
|Facilities and telecommunications  |  |                | 3,581  |   |              |   | 1,455   |                |  |   | 780              |   |  |                     | 3,987   |   |                                   |   | 1,804  |           |  |   | 846    |   |  |   | 2,127   |   |  |   | 14,580  |  
|Other operating expenses           |  |                | 807    |   |              |   | 11,790  |                |  |   | 9,275            |   |  |                     | 13,266  |   |                                   |   | 6,287  |           |  |   | 3,841  |   |  |   | 785     |   |  |   | 46,051  |  
|Depreciation and amortization      |  |                | 3,463  |   |              |   | 6,002   |                |  |   | 1,387            |   |  |                     | 3,444   |   |                                   |   | 2,237  |           |  |   | 1,516  |   |  |   | 679     |   |  |   | 18,728  |  
|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|Income (loss) from operations      |  | $              | 27,866 |   |              | $ | 18,902  |                |  | $ | 8,901            |   |  | $                   | 8,001   |   |                                   | $ | 8,090  |           |  | $ | 6,156  |   |  | $ | (17,438 | ) |  | $ | 60,478  |  
|                                   |  |                |        |   |              |   |         |                |  |   |                  |   |  |                     |         |   |                                   |   |        |           |  |   |        |   |  |   |         |   |  |   |         |  
|                                   |  |                |        |   |              |   |         |               
|Operating margin percentage        |  |                | 30.6   | % |              |   | 26.6    | %              |  |   | 14.6             | % |  |                     | 9.2     | % |                                   |   | 22.8   | %         |  |   | 20.4   | % |  |   | N/A     |   |  |   | 16.2    | %

Lender Services Segment

Three Months Ended June 30, 2007 Compared to Three Months Ended June 30, 2006

Service
revenue was $42.8 million for the three months ended June 30, 2007, a decrease of $2.8 million compared to service revenue of $45.6 million for the three months ended June 30, 2006. A decrease in transactions, consistent with the decline
in the mortgage lending industry, resulted in an overall decrease in service revenue despite revenue growth from new products and services.

Cost of service revenue was $14.2 million for the three months ended June 30, 2007, a decrease of $.8 million compared to cost of service revenue of $15.0 million in the same period of 2006. The impact of the decrease in transactions
resulted in an overall decrease in the cost of service revenue offset in part by an increase in credit data costs.

Salaries and benefits
were flat when comparing the three months ended June 30, 2007 and June 30, 2006. Salaries and benefits were 29.1% of service revenue in the second quarter of 2007 compared to 27.2% during the same period in 2006.



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Facilities and telecommunication expenses were flat compared to the same period in 2006. Facilities and
telecommunication expenses were 4.4% of service revenue in the second quarter of 2007 compared to 3.8% in the second quarter of 2006.

Other operating expenses increased by $.5 million. Other operating expenses were 2.1% of service revenue in the second quarter of 2007 compared to .8% for the same period of 2006. The change in 2007 is primarily due to an increase in bad
debt expense and increased costs related to foreign operations, partially offset by an increase in the amounts allocated to other segments for shared services and product development initiatives.

Depreciation and amortization expense was flat compared to the same period in 2006. Depreciation and amortization was 3.9% of service revenue during the
second quarter of 2007 compared to 3.7% in the same period in 2006.

Income from operations was $11.7 million for the three months ended
June 2007 compared to $14.4 million in the same period of 2006. The operating margin percentage decreased from 31.5% to 27.3% primarily due to impact of the decrease in service revenue, cost of increased foreign operations and bad debt expense.

Data Services Segment

Three Months Ended
June 30, 2007 Compared to Three Months Ended June 30, 2006

Total service revenue was $38.7 million for the three months ended
June 30, 2007, an increase of $3.4 million compared to service revenue of $35.3 million in the same period of 2006. This segment has experienced 9.7% organic growth primarily due to the expansion of the existing customer base in the membership
and direct to consumer businesses.

Cost of service revenue was $10.2 million for the three months ended June 30, 2007, a decrease of
$.4 million compared to cost of service revenue of $10.6 million in the same period of 2006. The decrease is primarily due to a change in the revenue mix of the businesses in the second quarter of 2007 compared to the same period in 2006.

Salaries and benefits increased $.4 million compared to the second quarter of 2006. Salaries and benefits were approximately 16.4% of
service revenue in the second quarter of 2007 and 2006. The increase is primarily due to increased staffing levels needed to support the growth of the businesses.

Facilities and telecommunication expenses for the second quarter of 2007 were comparable to the same period in 2006. Facilities and telecommunication expenses were approximately 2.4% of service revenue in the second
quarter of 2007 and 2006.

Other operating expenses increased by $1.6 million. Other operating expenses were 18.8% of service revenue in
the second quarter of 2007 and 16.2% in the second quarter of 2006. The increase is largely attributable to increased advertising costs, bad debt expense and shared services allocations.

Depreciation and amortization expense was flat to the comparable period of 2006.

The operating margin percentage increased from 26.3% to 28.4% in comparing the second quarter of 2006 to the second quarter of 2007. The increase in the
operating margin is primarily due to a change in the revenue mix of the businesses in the second quarter of 2007 compared to the same period in 2006.

Income from operations was $11.0 million for the second quarter of 2007, an increase of $1.7 million compared to $9.3 million in the second quarter of 2006.



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Dealer Services Segment

Three Months Ended June 30, 2007 Compared to Three Months Ended June 30, 2006

Service revenue was $29.9 million
for the three months ended June 30, 2007, a decrease of $1.3 million compared to service revenue of $31.2 million for the three months ended June 30, 2006. An increase in transactions accounted for an 8.5% increase in credit report related
revenue; however, a larger decrease in revenue in the vehicle lead generation business resulted in an overall decrease in service revenue.

Cost of service revenue was $16.1 million for the three months ended June 30, 2007, a decrease of $.1 million compared to cost of service revenue of $16.2 million in the same period of 2006. The decrease in cost of service revenue was
driven by lower cost of service revenue on the lower margin vehicle lead generation business which was offset by an increase in credit reporting transactions.

Salaries and benefits decreased by $.2 million. Salaries and benefits were 13.3% of service revenue in the second quarter of 2007 and 2006. Salaries and benefits expense decreased due to operational efficiencies,
which included relocation and consolidation of certain functions of the vehicle lead generation business.

Facilities and telecommunication
expenses were flat when comparing the second quarter of 2007 to the second quarter of 2006. Facilities and telecommunication expenses were 1.2% of service revenue in the second quarter of 2007 compared to 1.3% in the second quarter of 2006.

Other operating expenses increased by $.4 million. Other operating expenses were 17.2% of service revenue in the second quarter of 2007
compared to 15.2% for the same period in 2006. The increase in 2007 is due to an increase in the amounts allocated for shared services, product development initiatives and an increase in bad debt expense at the vehicle lead generation business.

Depreciation and amortization were flat when comparing the second quarter of 2007 to the second quarter of 2006. Depreciation and
amortization were 2.4% of service revenue during the second quarter of 2007 compared to 2.2% in the same period in 2006.

Income from
operations was $3.6 million for the three months ended June 30, 2007 compared to $5.0 million in the same period in 2006. The operating margin percentage decreased from 16.0% to 12.0% primarily due to the impact of the increased allocations for
shared services and the decrease in the revenue of the vehicle lead generation subsidiary.

Employer Services Segment

Three Months Ended June 30, 2007 Compared to Three Months Ended June 30, 2006

Total service revenue was $57.8 million for the three months ended June 30, 2007, an increase of $11.0 million compared to service revenue of $46.8
million in the same period of 2006. The increase was driven by the addition of $7.6 million of revenue from acquisitions and $3.7 million of revenue from existing business, primarily in the tax service and background screening businesses.

Salaries and benefits increased by $4.5 million. Salaries and benefits were 36.9% of service revenue in the second quarter of 2007
compared to 36.0% in the same period of 2006. The number of employees has increased due to growth in foreign operations and the growth of the existing businesses in the segment in comparison to the same period in 2006.

Facilities and telecommunication expenses increased by $.3 million. Facilities and telecommunication expenses were 4.2% of service revenue in the second
quarter of 2007 and 4.6% in the second quarter of 2006.



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Other operating expenses increased by $1.6 million. Other operating expenses were 14.5% of service
revenue in the second quarter of 2007 and 2006. The increase in other operating expenses is due to costs incurred in integrating and consolidating operations, product and geographic expansion and cross selling initiatives.

Depreciation and amortization increased by $.8 million primarily due to the addition of intangible assets related to the acquisitions and the rollout of
new software projects.

The operating margin percentage decreased from 12.1% to 11.8% primarily due to the change in the mix of the revenue
products in comparing the same quarter of 2007 to 2006.

Income from operations was $6.8 million for the three months ended June 30,
2007, an increase of $1.1 million compared to income from operations of $5.7 million in the same period of 2006. Income from operations increased primarily due to the growth in the tax service and background screening businesses.

Multifamily Services Segment

Three Months Ended June 30,
2007 Compared to Three Months Ended June 30, 2006

Total service revenue was $19.7 million for the three months ended June 30,
2007, an increase of $.9 million compared to service revenue of $18.8 million in the same period of 2006. The 4.9% organic growth is driven by expanded market share and an increase in products and services.

Salaries and benefits costs were flat compared to the same period in 2006. Salaries and benefits were 34.2% of service revenue for the second quarter of
2007 compared to 36.1% of service revenue in the same period of 2006.

Facilities and telecommunication expenses are comparable to the same
period of 2006. Facilities and telecommunication expenses were 5.0% of service revenue in the second quarter of 2007 and 4.8% in the second quarter of 2006.

Other operating expenses decreased $.2 million compared to the same period in 2006. Other operating expenses were 15.4% of service revenue in the second quarter of 2007 compared to 17.4% in the same period of 2006.

Depreciation and amortization is comparable to the same period of 2006. Depreciation and amortization was 6.0% of service revenue in the
second quarter of 2007 compared to 5.9% in the same period of 2006.

The operating margin increased from 26.0% to 29.8% due to increased
revenue growth with a larger variety of products delivered to the customers while containing infrastructure costs.

Income from operations
was $5.9 million in the second quarter of 2007 compared to income from operations of $4.9 million in the same period of 2006.

Investigative and
Litigation Support Services Segment

Three Months Ended June 30, 2007 Compared to Three Months Ended June 30, 2006

Total service revenue was $18.9 million for the three months ended June 30, 2007, an increase of $3.8 million compared to service revenue of $15.1
million in the same period of 2006. The organic growth of $3.4 million is predominately driven by the Litigation Support Services businesses.



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Salaries and benefits increased by $2.0 million. Salaries and benefits were 41.5% of service revenue in
the second quarter of 2007 compared to 39.1% in the same period of 2006. The increase is mainly due to the increase of employees needed to support the revenue growth in the Litigation Support Services businesses.

Facilities and telecommunication expenses increased by $.2 million compared to the same period in 2006. Facilities and telecommunication expenses were
3.0% of service revenue in the second quarter of 2007 and 2.8% in the second quarter of 2006.

Other operating expenses increased by $.7
million. Other operating expenses were 14.0% of service revenue in the second quarter of 2007 and 13.3% for the same period of 2006. The increase is related to geographic expansion and new business development efforts in this segment.

Depreciation and amortization increased by $.1 million. The increase is mainly due to the roll out of purchased and developed software.

The operating margin percentage increased from 20.5% to 23.4%. The increase is due to an increase in revenues in the Litigation Support Services
businesses with higher margin services.

Income from operations was $4.4 million for the second quarter of 2007 compared to $3.1 million
for the same period of 2006. The increase is due to the continued growth in the Litigation Support Services businesses.

Corporate

Three Months Ended June 30, 2007 Compared to Three Months Ended June 30, 2006

Corporate costs and expenses primarily represent compensation and benefits for senior management, administrative staff, technology personnel and their
related expenses in addition to an administrative fee paid to First American. The corporate expenses were $9.1 million in the second quarter of 2007 compared to expenses of $9.0 million in the same period of 2006. Corporate expenses were 4.4% of
consolidated service revenues in 2007 compared to 4.7% in 2006.

Consolidated Results

Three Months Ended June 30, 2007 Compared to Three Months Ended June 30, 2006

Consolidated
service revenue for the three months ended June 30, 2007 was $207.4 million, an increase of $15.7 million compared to service revenue of $191.7 million in the same period in 2006. Acquisitions accounted for $8.0 million of the increase while
$7.6 million was organic growth.

Salaries and benefits increased $7.1 million in comparing the second quarter of 2007 to the second
quarter of 2006. Salaries and benefits expense were 31.8% of service revenue for the three months ended June 30, 2007 and 30.6% for the same period in 2006. The increase is primarily related to additional employees added for company growth.

Facilities and telecommunication expense increased by $.6 million compared to the same period in 2006. Facilities and telecommunication
expenses were 3.9% of service revenue in the second quarter of 2007 and 2006.

Other operating expenses increased by $4.0 million compared
to the same period in 2006. Other operating expenses were 13.3% of service revenue for the three months ended June 30, 2007 and 12.3% compared to the same period for 2006. The increase is primarily related to marketing expense, bad debt
expense, temporary labor, and professional fees.



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Depreciation and amortization increased by $1.2 million due to an increase in amortization of intangible
assets as a result of acquisitions, fixed asset additions and the roll out of internally developed software.

The consolidated operating
margin was 16.5% for the three months ended June 30, 2007, compared to 17.4% for the same period in 2006. The decrease in the operating margin is related to the mix of business in comparing the second quarter of 2007 to the second quarter of
2006, driven primarily by the decrease in the Lender Services segment which is affected by the decline in the mortgage lending industry.

Income from operations was $34.3 million for the three months ended June 30, 2007 compared to $33.3 million for the same period in 2006. The increase of $1.0 million is comprised of an increase in operating income of $1.7 million in
Data Services, $1.1 million in Employer Services, $1.0 million at Multifamily Services and $1.3 million in Investigative and Litigation Support Services offset by decreases in operating income of $2.7 million in Lender Services and $1.4 million in
Dealer Services.

Lender Services Segment

Six
Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Service revenue was $88.5 million for the six months
ended June 30, 2007, a decrease of $2.5 million compared to service revenue of $91.0 million in the same period of 2006. A decrease in transactions in the second quarter of 2007, consistent with the decline in the mortgage lending industry,
resulted in an overall decrease in service revenue despite an increase in revenue from new products and services.

Cost of service revenue
was $29.8 million for the six months ended June 30, 2007, a decrease of $.3 million compared to cost of service revenue of $30.1 million in the same period of 2006. Cost of service revenue was 33.7% of service revenue in 2007 compared to 33.1%
in the same period of 2006. A decrease in transaction volumes was offset by an increase in credit data costs.

Salaries and benefits
expenses increased $.3 million compared to the same period in 2006. Salaries and benefits were 28.7% of service revenue for the six months ended June 30, 2007 compared to 27.6% in the same period of 2006. The increase is primarily due to
customary annual increases.

Facilities and telecommunication expenses increased $.2 million compared to the same period in 2006.
Facilities and telecommunication expenses were 4.3% of service revenue in the first half of 2007 and 3.9% in the same period of 2006.

Other operating expenses increased by $.9 million. Other operating expenses were 2.0% of service revenue in the first half of 2007 and .9% in the same period of 2006. The increase is primarily due to an increase in bad debt expense and
costs related to increased foreign operations, which is partially offset by an increase in the amounts allocated for shared services and product development initiatives.

Depreciation and amortization decreased by $.1 million compared to the same period in 2006. Depreciation and amortization were 3.8% of service revenue as of June 2007 and 2006.

Income from operations was $24.3 million for the six months ended June 2007 compared to $27.9 million in the same period in 2006. The operating margin
percentage decreased from 30.6% to 27.5% primarily due to the impact of the decrease in service revenue and increases in salary and benefit costs, cost of foreign operations and bad debt expense.



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Data Services Segment

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Service revenue was $78.7 million for
the six months ended June 30, 2007, an increase of $7.5 million compared to service revenue of $71.2 million in the same period of 2006. Organic growth was 10.6% for the segment. The organic growth is primarily driven by expansion of the
existing customer base in the membership and direct to consumer businesses.

Cost of service revenue was $21.3 million for the six months
ended June 30, 2007 and 2006. Cost of service decreased from 29.9% on a year-to-date basis in 2006 to 27.1% for the comparable period in 2007. The decrease in cost of service revenue as a percentage of sales revenue is due to the increased
sales in the membership and direct to consumer business offset by the decline in revenue at the lead generation business that occurred in the second quarter of 2007.

Salaries and benefits increased by $1.0 million. Salaries and benefits were 16.2% of service revenue in the first half of 2007 compared to 16.4% in the same period of 2006.

Facilities and telecommunication expenses increased by $.3 million compared to the same period in 2006. Facilities and telecommunication expenses were
2.2% of service revenue for the six months ended June 30, 2007 and 2.0% in the same period of 2006.

Other operating expenses
increased by $2.6 million. Other operating expenses were 18.3% of service revenue in the first half of 2007 and 16.6% in the same period of 2006. The increase in operating expenses is due to an increase in marketing expenses, shared services and
professional fees.

Depreciation and amortization decreased by $.2 million due to some of the intangible assets becoming fully amortized
since the 2006 comparable period.

Income from operations was $22.7 million for the first half of 2007 compared to $18.9 million in the
first half of 2006. The operating margin percentage increased from 26.6% to 28.9%. The increase in the operating margin is primarily due to the sales mix and related margins. The membership and direct to consumer businesses have increased revenue
with higher margins and the lead generation business has decreased revenue resulting in lower operating margins.

Dealer Services Segment

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Service revenue was $59.6 million for the six months ended June 30, 2007, a decrease of $1.2 million compared to service revenue of $60.8 million in
the same period of 2006. An increase in transactions accounted for an 8.2% increase in credit report related revenue; however, a larger decrease in revenue in the vehicle lead generation business resulted in an overall decrease in service revenue.

Cost of service revenue was $31.7 million for the six months ended June 30, 2007, a decrease of $.2 million compared to cost of
service revenue of $31.9 million in the same period of 2006. An increase in cost of service revenue based on an increase in credit report related transactions was offset by a decrease in cost of service revenue in the lower margin vehicle lead
generation business.

Salaries and benefits decreased by $.3 million. Salaries and benefits were 13.7% of service revenue in the first half
of 2007 compared to 14.0% in the same period of 2006. Salaries and benefits expense decreased due to operational efficiencies, which included relocation and consolidation of certain functions of the vehicle lead generation business.

Facilities and telecommunication expenses are flat compared to the same period in 2006. Facilities and telecommunication expenses were 1.3% of service
revenue in the first half of 2007 and 2006.



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Other operating expenses increased by $1.2 million. Other operating expenses were 17.6% of service
revenue in the first half of 2007 and 15.3% in the same period of 2006. The increase is due to an increase in amounts allocated for shared services, product development initiatives and bad debt expense.

Depreciation and amortization were flat compared to the same period in 2006.

Income from operations was $7.1 million for the six months ended June 2007 compared to $8.9 million for the same period in 2006. The operating margin
decreased from 14.6% to 11.9% primarily due to the impact of the increase in allocations for shared services and the reduced volumes in the vehicle lead generation business.

Employer Services Segment

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Service revenue was $112.5 million for the six months ended June 30, 2007, an increase of $26.0 million compared to service
revenue of $86.5 million in the same period of 2006. The increase was primarily driven by the addition of $18.0 million of revenue from acquisitions and $8.3 million of organic growth.

Salaries and benefits increased by $9.6 million. Salaries and benefits were 37.7% of service revenue in the first half of 2007 compared to 38.0% in the
same period of 2006. The increase is primarily related to the foreign acquisitions in 2006 and growth in the segment.

Facilities and
telecommunication expenses increased by $.8 million. Facilities and telecommunication expenses were 4.2% of service revenue in the first half of 2007 and 4.6% compared to the same period in 2006. The increase in expense is primarily due to the
acquisitions that occurred in 2006 and expanded facilities for organic growth.

Other operating expenses increased by $3.0 million. Other
operating expenses were 14.4% of service revenue in the first half of 2007 and 15.3% for the same period of 2006. The increase is mainly due to the additional cost of professional fees, shared services and marketing expense related to the 2006
acquisitions.

Depreciation and amortization increased by $1.7 million primarily due to the addition of intangible assets related to the
acquisitions and the rollout of software development initiatives.

Income from operations increased $3.9 million compared to the same
period in 2006. The operating margin increased from 9.2% to 10.6%. The increase is due to revenue and earnings growth in most of the product lines slightly offset by a decline in the occupational health service business.

Multifamily Services Segment

Six Months Ended June 30, 2007
Compared to Six Months Ended June 30, 2006

Service revenue was $37.3 million for the six months ended June 30, 2007, an
increase of $1.8 million compared to service revenue of $35.5 million in the same period of 2006. Organic growth was 5.2% for the segment.

Salaries and benefits were flat compared to the same period in 2006. Salaries and benefits were 36.6% of service revenue for the first half of 2007 compared to 38.5% of service revenue in the same period of 2006. The decrease of salaries
and benefits as a percentage of revenue is due to increased revenue growth while salary and benefit expense increased due to customary annual increases offset by strategic reductions in employees.



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Facilities and telecommunication expenses increased by $.1 million compared to the same period of 2006.
Facilities and telecommunication expenses were 5.1% of service revenue for the six months ended June 30, 2007 and 2006.

Other
operating expenses decreased by $.5 million and were 15.4% of service revenue in the first half of 2007 compared to 17.7% in the same period of 2006. The decrease is due to reduced costs of leased equipment, software and marketing expense.

Depreciation and amortization increased $.1 million compared to the same period of 2006. Depreciation and amortization was 6.3% of service
revenue in the first half of 2007 and 2006.

Income from operations was $10.2 million in the first half of 2007 compared to income from
operations of $8.1 million in the same period of 2006. The operating margin increased from 22.8% to 27.3%. The increase in operating income and margins is primarily due to increased revenue while containing and reducing operating costs.

Investigative and Litigation Services Segment

Six Months Ended
June 30, 2007 Compared to Six Months Ended June 30, 2006

Service revenue was $34.2 million for the six months ended
June 30, 2007, an increase of $4.1 million compared to service revenue of $30.1 million in the same period of 2006. The increase is predominantly driven by $3.3 million of organic growth and $.8 million of acquisition growth.

Salaries and benefits increased by $3.0 million. Salaries and benefits were 43.1% of service revenue in the first half of 2007 compared to 39.1% in the
same period of 2006. The increases are mainly due to the acquisitions and increased incentive compensation and commissions as a result of revenue growth.

Facilities and telecommunication expenses increased by $.3 million. Facilities and telecommunication expenses were 3.2% of service revenue for the six months ended June 30, 2007 and 2.8% in the same period of
2006.

Other operating expenses increased by $1.1 million. Other operating expenses were 14.4% of service revenue in the first half of 2007
and 12.8% for the same period of 2006. The increase is predominantly driven by the 2006 acquisitions and is related to travel and shared services.

Depreciation and amortization increased by $.3 million. The increase is due to the increase in investment in capital assets for growth and the rollout of software initiatives.

Income from operations was $6.6 million for the six months ended June 30, 2007 compared to $6.2 million in 2006. The operating margin decreased from
20.4% to 19.3%.

Corporate

Six Months Ended
June 30, 2007 Compared to Six Months Ended June 30, 2006

Corporate costs and expenses represent primarily compensation and
benefits for senior management, administrative staff, technology personnel and their related expenses in addition to an administrative fee paid to First American. The corporate expenses were $26.6 million for the six months ended June 30, 2007
compared to expenses of $17.4 million in the same period of 2006. Approximately $8.0 million of the increased expense is due to costs related to the former CEOs transition agreement in the first quarter of 2007.



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Consolidated Results

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Consolidated service revenue for the
six months ended June 30, 2007 was $409.2 million, an increase of $36.2 million compared to service revenue of $373.0 million in the same period in 2006. Acquisitions accounted for $18.8 million of the increase and $17.4 million was related to
organic growth.

Salaries and benefits increased by $22.4 million for the six months ended June 30, 2007 compared to the same period
in 2006. Salaries and benefits expense was 34.2% of service revenue for the six months ended June 30, 2007 and 31.5% for the same period in 2006. The increase is primarily due to the $8.0 million recorded in the first quarter of 2007 related to
the former CEOs transition agreement.

Facilities and telecommunication increased by $1.6 million compared to the same period in
2006. Facilities and telecommunication expenses were 3.9% of service revenue in the first half of 2007 and 2006. The increase in facilities and telecommunication expenses is primarily due to acquisitions and costs for expansion in connection with
organic growth.

Other operating expenses increased by $7.7 million compared to the same period in 2006. Other operating expenses were
13.1% of service revenue for the six months ended June 30, 2007 and 12.3% compared to the same period for 2006. The increase is due to acquisitions, and increased marketing, legal and professional fees.

Depreciation and amortization increased by $2.5 million due to an overall increase in amortization of intangible assets as a result of acquisitions,
rollout of software initiatives and capital asset investment for organic growth.

The consolidated operating margin was 13.8% for the six
months ended June 30, 2007, compared to 16.2% for the same period in 2006. The decrease in margin is primarily due the change in revenue mix, primarily effected by the mortgage lending industry, and $8.0 million of costs related to the former
CEOs transition agreement in the first quarter of 2007.

Income from operations was $56.3 million for the six months ended
June 30, 2007 compared to $60.5 million for the same period in 2006. The decrease of $4.2 million is comprised of an increase in operating income of $3.8 million in Data Services, $3.9 million in Employer Services, $2.1 million in Multifamily
Services and $.4 million in Investigative and Litigation Support Services offset by decreases in operating income of $3.5 million at Lender Services, $1.8 million at Dealer Services and an increase of corporate expenses of $9.1 million.

Liquidity and Capital Resources

The
Companys primary source of liquidity is cash flow from operations and amounts available under credit lines the Company has established with a bank. As of June 30, 2007, cash and cash equivalents were $29.8 million.

Net cash provided by operating activities was $51.2 million compared to cash provided by operating activities of $27.7 million for the six months ended
June 30, 2007 and 2006, respectively.

Cash provided by operating activities increased by $23.5 million from the first half of 2006 to
the first half of 2007 while net income was $29.6 million in the six months ended June 30, 2007 and $29.4 million for the same period in 2006. The increase in cash provided by operating activities was primarily due to the



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increase in shared based compensation, deferred taxes, depreciation, amortization and bad debt expense, offset by payments made for accrued liabilities and
collections on accounts receivable.

Cash used in investing activities was $49.0 million and $37.7 million for the six months ended
June 30, 2007 and 2006, respectively. In the first half of 2007, net cash in the amount of $27.2 million was used for acquisitions compared to $25.7 million in 2006. Purchases of property and equipment were $20.1 million in the first half of
2007 compared to $13.0 million in the same period of 2006.

Cash used in financing activities was $4.2 million for the six months ended
June 30, 2007, compared to cash provided from financing activities of $0.7 million for the six months ended June 30, 2006. In the first half of 2007, proceeds from existing credit facilities were $42.8 million compared to $32.8 million in
2006. Repayment of debt was $51.7 million in the first half of 2007 and $31.5 million in the same period of 2006.

In 2005, the Company
executed a $225 million revolving credit agreement, with a bank syndication (the Credit Agreement). The Credit Agreement includes a $10 million sub-facility for the issuance of letters of credit and up to a $5 million swing loan
facility. The credit facility maturity date is September 28, 2010. The Credit Agreement is collateralized by the stock of the Companys subsidiaries.

At June 30, 2007, the Company had available lines of credit of $71 million and the Company was in compliance with the financial covenants of its loan agreements.

First Advantage filed a Registration Statement with the Securities and Exchange Commission for the issuance of up to 5,000,000 shares of our Class A
common stock, par value $.001 per share, from time to time as full or partial consideration for the acquisition of businesses, assets or securities of other business entities. The Registration Statement was declared effective on January 9,
2006. A total of 1,304,005 shares were issued for acquisitions as of June 30, 2007.

First Advantage filed a Registration Statement
with the Securities and Exchange Commission for the issuance of up to 2,000,000 shares of our Class A common stock, par value $.001 per share, from time to time for general corporate purposes. The Registration Statement was declared effective
on January 3, 2005. No shares have been issued as of June 30, 2007.

First Advantage seeks to acquire other businesses as part of
its growth strategy. The Company will continue to evaluate acquisitions in order to achieve economies of scale, expand market share and enter new markets. The extent of future acquisitions, however, is dependent upon the availability of capital and
liquidity to fund such acquisitions.

While uncertainties within the Companys industry exist, management is not aware of any trends
or events likely to have a material adverse effect on liquidity or the accompanying financial statements. The Company believes that, based on current levels of operations and anticipated growth, the Companys cash flow from operations, together
with available sources of liquidity, will be sufficient to fund operations, anticipated capital expenditures, make required payments of principal and interest on debt, and satisfy other long-term contractual commitments. However, any material
adverse change in our operating results from our business plan, or acceleration of existing debt obligations or in the amount of investment in acquisitions, technology or products could require the Company to seek other funding alternatives
including raising additional capital.



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The following is a schedule of long-term contractual commitments, as of June 30, 2007, over the
periods in which they are expected to be paid.



|                                      |  |      |        |      |   |        |  |      |        |      |   |            |  |       |       |  |   |        |  |   |        
|------------------------------------- |  | ---- | ------ | ---- | - | ------ |  | ---- | ------ | ---- | - | ---------- |  | ----- | ----- |  | - | ------ |  | - | -------
|In thousands                          |  | 2007 |        | 2008 |   | 2009   |  | 2010 |        | 2011 |   | Thereafter |  | Total
|Advertising commitments               |  | $    | 777    |      | $ | 564    |  | $    |       |      | $ |           |  | $     |      |  | $ |       |  | $ | 1,341  
|Minimum contract purchase commitments |  |      | 1,764  |      |   | 2,034  |  |      | 517    |      |   | 195        |  |       |      |  |   |       |  |   | 4,510  
|Operating leases                      |  |      | 11,311 |      |   | 16,905 |  |      | 13,667 |      |   | 10,097     |  |       | 7,749 |  |   | 21,763 |  |   | 81,492 
|Debt and capital leases               |  |      | 8,686  |      |   | 17,986 |  |      | 7,947  |      |   | 160,274    |  |       |      |  |   |       |  |   | 194,893
|Interest payments related to debt (1) |  |      | 6,067  |      |   | 11,429 |  |      | 10,510 |      |   | 7,518      |  |       |      |  |   |       |  |   | 35,524 
|                                      |  |      |        |      |   |        |  |      |        |      |   |            |  |       |       |  |   |        |  |   |        
|Total                                 |  | $    | 28,605 |      | $ | 48,918 |  | $    | 32,641 |      | $ | 178,084    |  | $     | 7,749 |  | $ | 21,763 |  | $ | 317,760
|                                      |  |      |        |      |   |        |  |      |        |      |   |            |  |       |       |  |   |        |  |   |        

---

|(1) | Estimated interest payments are calculated assuming current interest rates over minimum maturity periods specified in debt agreements.
|--- | --------------------------------------------------------------------------------------------------------------------------------------



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|Item 3. | Quantitative and Qualitative Disclosures About Market Risk
|------- | ----------------------------------------------------------

There
have been no material changes in the Companys risk since filing its Form 10-K for the year ended December 31, 2006.



|Item 4. | Controls and Procedures
|------- | -----------------------

The Companys Chief Executive Officer
and Chief Financial Officer, after evaluating the effectiveness of the Companys disclosure controls and procedures, as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934, as amended, have concluded that, as of the end of the
fiscal quarter covered by this report on Form 10-Q, the Companys disclosure controls and procedures were effective to provide reasonable assurances that information required to be disclosed in the reports filed or submitted under such Act is
recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commissions rules and forms and is accumulated and communicated to the Chief Executive Officer and Chief Financial Officer to permit
timely decisions regarding disclosures.

There was no change in the Companys internal control over financial reporting during the quarter ended
June 30, 2007 that has materially affected, or is reasonably likely to materially affect, the Companys internal control over financial reporting.



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PART II. OTHER INFORMATION



|Item 1. | Legal Proceedings
|------- | -----------------

First Advantages subsidiaries are
involved in litigation from time to time in the ordinary course of their businesses. The Company does not believe that the outcome of any pending or threatened litigation involving these entities will have a material adverse effect on our financial
position, operating results or cash flows.

Two subsidiaries are defendants in separate class action lawsuits that are pending in state court in
California. The plaintiffs in both cases allege that our subsidiaries, directly and through their agents, violated the California Consumer Credit Reporting Agencies Act and Investigative Consumer Reporting Agency Act (ICRA) by failing to
use reasonable procedures to ensure the maximum possible accuracy when issuing tenant reports and to comply with ICRA. The actions seek injunctive relief, an accounting, restitution, statutory damages, interest, punitive damages and attorneys
fees and costs. The Company does not believe that the ultimate resolution of these actions will have a material adverse affect on its financial condition, results of operations or cash flows.



|Item 1A. | Risk Factors
|-------- | ------------

There have been no material changes from the risk
factors previously disclosed in the Companys Form 10-K for Fiscal Year Ending December 31, 2006.



|Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds
|------- | -----------------------------------------------------------

None



|Item 3. | Defaults Upon Senior Securities
|------- | -------------------------------

None



|Item 4. | Submission of Matters to a Vote of Security Holders
|------- | ---------------------------------------------------



| | a) | The annual meeting of the shareholders (the Meeting) of First Advantage Corporation (the Company) was held on April 26, 2007.
| | -- | ---------------------------------------------------------------------------------------------------------------------------------



| | b) | The names of the persons who were nominated to serve as directors of the Company for the ensuing year are listed below, together with a tabulation of the results of the voting with
respect to each nominee. Each of the persons named was recommended by the Board of Directors and Nominating Committee of the Company and all such nominees were elected.
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



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|                  |  |             |  |               
|----------------- |  | ----------- |  | --------------
|Name of Nominee   |  | Votes For   |  | Votes Withheld
|Parker Kennedy    |  | 487,236,854 |  | 323,623       
|Anand Nallathambi |  | 487,151,068 |  | 409,409       
|J. David Chatham  |  | 487,134,860 |  | 425,617       
|Barry Connelly    |  | 487,252,882 |  | 307,595       
|Frank McMahon     |  | 487,254,456 |  | 306,021       
|Donald Nickelson  |  | 487,051,516 |  | 508,961       
|Donald Robert     |  | 485,009,332 |  | 2,551,145     
|Jill Kanin-Lovers |  | 487,243,850 |  | 316,627       
|D. Van Skilling   |  | 487,144,301 |  | 416,176       
|David Walker      |  | 487,145,401 |  | 415,076       



| | c) | The second matter voted upon was an amendment to the Amended and Restated First Advantage Corporation 2003 Incentive Compensation Plan to enable the compensation committee to grant
non-employee directors an annual award of non-qualified stock options, SARs, shares of restricted stock, restricted stock units, performance units and/or cash-based awards, in each case in an amount determined by the committee from time to time,
rather than solely stock options. This matter was approved by 483,523,304 votes, constituting a majority of all of our outstanding Class A and Class B shares.
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|Item 5. | Other Information
|------- | -----------------

None



|Item 6. | Exhibits
|------- | --------

See Exhibit Index.



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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

FIRST ADVANTAGE CORPORATION

(Registrant)



|                     |  |  |  |     |  |                        
|-------------------- |  |  |  | --- |  | -----------------------
|                     |  |  | 
|Date: August 1, 2007 |  |  |  | By: |  | /s/ ANAND NALLATHAMBI  
|                     |  |  |  |     |  | Anand Nallathambi      
|                     |  |  |  |     |  | Chief Executive Officer
|                     |  |  |  |    
|                     |  |  | 
|Date: August 1, 2007 |  |  |  | By: |  | /s/ JOHN LAMSON        
|                     |  |  |  |     |  | John Lamson            
|                     |  |  |  |     |  | Chief Financial Officer



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EXHIBIT INDEX



|            |  |                                                                                                                                                        
|----------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit No. |  | Description                                                                                                                                            
|31.1        |  | Certification pursuant to Exchange Act Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                            
|            | 
|31.2        |  | Certification pursuant to Exchange Act Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                            
|            | 
|32.1        |  | Certifications pursuant to Exchange Act Rule 13a-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|            | 
|32.2        |  | Certifications pursuant to Exchange Act Rule 13a-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002