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SECURITIES AND EXCHANGE COMMISSION


Washington, D.C. 20549





Form 10-K


FOR ANNUAL AND TRANSITION REPORTS PURSUANT
TO SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


(Mark One)x
        
        ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2002oro
        
        TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from _______________  to    _______________


Commission File Number 1-13069




ChoicePoint Inc.


(Exact Name of Registrant as Specified in Its Charter)


Georgia
        
        58-2309650(State or Other Jurisdiction of
        
        (I.R.S. EmployerIncorporation or Organization)
        
        Identification No.)1000 Alderman DriveAlpharetta, Georgia
        
        30005(Address of Principal Executive Offices)
        
        (Zip Code)


(770) 752-6000
(Registrants Telephone Number, Including Area Code)

Securities Registered Pursuant to Section 12(b) of the Act:

Title of Each Class
        
        Name of Each Exchange on Which RegisteredCommon Stock, par value $.10 per share
        
        New York Stock Exchange


Securities Registered Pursuant to Section 12(g) of the Act:
None

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), and (2) has been subject to such
filing requirements for the past 90 days.  YES x  NO o

Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of Registrants knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K  x

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Exchange Act Rule 12b-2).  YES x  NO o

Aggregate market value of the voting stock held by non-affiliates of the
Registrant as of March 10, 2003: $3,631,379,568 (based on the
price at which the registrants stock was last sold as of the last business day of
its second fiscal quarter).

Indicate the number of shares outstanding of each of the registrants
classes of common stock, as of the latest practicable date; 86,685,810 shares
of Common Stock, par value $.10 per share, outstanding as of March 10, 2003.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of ChoicePoint Inc.s Proxy Statement relating to the 2003 Annual
Meeting of Shareholders are incorporated herein by reference in Part III, Items
10 (as related to Directors), 11, 12 and 13.

Portions of ChoicePoint Inc.s Annual Report to Shareholders for the year
ended December 31, 2002 are incorporated herein by reference in Parts II and
IV.



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TABLE OF CONTENTS



|                                                   |                                                                                                         |  |  |  |  |  |  | 
|-------------------------------------------------- | ------------------------------------------------------------------------------------------------------- |  |  |  |  |  |  | 
|PART I                                            
|                                                   | Item 1. Business                                                                                       
|                                                   | Item 2. Properties                                                                                     
|                                                   | Item 3. Legal Proceedings                                                                              
|                                                   | Item 4. Submission of Matters to a Vote of Security Holders                                            
|                                                   | Item X. Executive Officers of the Registrant                                                           
|PART II                                           
|                                                   | Item 5. Market for the Registrants Common Equity and Related Stockholder Matters                      
|                                                   | Item 6. Selected Financial Data                                                                        
|                                                   | Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations          
|                                                   | Item 7A. Quantitative and Qualitative Disclosures About Market Risk                                    
|                                                   | Item 8. Financial Statements and Supplementary Data                                                    
|                                                   | Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure           
|PART III                                          
|                                                   | Item 10. Directors and Executive Officers of the Registrant                                            
|                                                   | Item 11. Executive Compensation                                                                        
|                                                   | Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
|                                                   | Item 13. Certain Relationships and Related Transactions                                                
|                                                   | Item 14. Controls and Procedures                                                                       
|PART IV                                           
|                                                   | Item 15. Exhibits, Financial Statement Schedules and Reports on Form 8-K                               
|SIGNATURES                                        
|CERTIFICATION                                     
|EX-10.7 AMENDMENT #1 TO EMPLOYMENT AGREEMENT      
|EX-10.8 AMENDMENT #1 TO EMPLOYMENT AGREEMENT      
|EX-10.15 THIRD AMENDMENT TO DEFERRED COMP PLAN    
|EX-10.16 DEFERRED COMPENSATION PLAN #2            
|EX-10.20 FIRST AMENDMENT TO REVOLVING CREDIT AGR  
|EX-10.24 THIRD AMENDMENT TO MASTER AGREEMENT      
|EX-10.32 FIRST AMENDMENT TO MASTER AGREEMENT      
|EX-10.36 GEORGIA LEASE SUPPLEMENT AND SHORT FORM  
|EX-10.37 SUPPLEMENT TO GEORGIA LEASE              
|EX-10.38 PARTIAL LEASE TERMINATION AGREEMENT      
|EX-10.40 AMENDMENT #1 TO LOAN AGREEMENT           
|EX-10.41 AMENDMENT #2 TO LOAN AGREEMENT           
|EX-13 PORTIONS OF COMPANY'S 2002 ANNUAL REPORT    
|EX-21 SUBSIDIARIES OF THE COMPANY                 
|EX-23.1 CONSENT OF DELOITTE & TOUCHE LLP          
|EX-23.2 NOTE REGARDING ARTHUR ANDERSEN LLP        
|EX-99.1 INDEPENDENT AUDITORS REPORT ON FIN STMT SC
|EX-99.2 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS  
|EX-99.3 CERTIFICATION OF CEO                      
|EX-99.4 CERTIFICATION OF CFO                      



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TABLE OF CONTENTS

PagePart IItem 1.
        
        Business
        
        1Item 2.
        
        Properties
        
        6Item 3.
        
        Legal Proceedings
        
        7Item 4.
        
        Submission of Matters to a Vote of Security Holders
        
        7Item X.
        
        Executive Officers of the Registrant
        
        7Part IIItem 5.
        
        Market for the Registrants Common Equity and Related Stockholder Matters
        
        8Item 6.
        
        Selected Financial Data
        
        8Item 7.
        
        Managements Discussion and Analysis of Financial Condition and Results of Operations
        
        8Item 7A.
        
        Quantitative and Qualitative Disclosures About Market Risk
        
        12Item 8.
        
        Financial Statements and Supplementary Data
        
        13Item 9.
        
        Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
        
        13Part IIIItem 10.
        
        Directors and Executive Officers of the Registrant
        
        13Item 11.
        
        Executive Compensation
        
        13Item 12.
        
        Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters
        
        14Item 13.
        
        Certain Relationships and Related Transactions
        
        14Item 14.
        
        Controls and Procedures
        
        14Part IVItem 15.
        
        Exhibits, Financial Statement Schedules and Reports on Form 8-K
        
        14Signatures
        
        19Certifications
        
        20


THIS FORM 10-K AND OTHER STATEMENTS ISSUED OR MADE FROM TIME TO TIME BY
CHOICEPOINT INC. OR ITS MANAGEMENT CONTAIN STATEMENTS WHICH MAY CONSTITUTE
FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE SECURITIES ACT OF 1933,
AS AMENDED, AND THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED BY THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1995. THOSE STATEMENTS AND INFORMATION ARE
BASED ON MANAGEMENTS BELIEFS, PLANS, EXPECTATIONS AND ASSUMPTIONS AND ON
INFORMATION CURRENTLY AVAILABLE TO CHOICEPOINT. THE WORDS MAY, SHOULD,
EXPECT, ANTICIPATE, INTEND, PLAN, CONTINUE, BELIEVE, SEEK,
ESTIMATE, AND SIMILAR EXPRESSIONS USED IN THIS REPORT THAT DO NOT RELATE TO
HISTORICAL FACTS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS.

THE FORWARD-LOOKING STATEMENTS IN THIS REPORT ARE NOT GUARANTEES OF FUTURE
PERFORMANCE AND INVOLVE CERTAIN RISKS, UNCERTAINTIES AND ASSUMPTIONS. SUCH
RISKS, UNCERTAINTIES AND ASSUMPTIONS INCLUDE, BUT ARE NOT LIMITED TO THOSE
DESCRIBED IN ITEM 7, MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS  RISK FACTORS. MANY OF SUCH FACTORS ARE
BEYOND CHOICEPOINTS ABILITY TO CONTROL OR PREDICT. AS A RESULT, CHOICEPOINTS
FUTURE ACTIONS, FINANCIAL CONDITION, RESULTS OF OPERATIONS AND THE MARKET PRICE
OF CHOICEPOINTS COMMON STOCK COULD DIFFER MATERIALLY FROM THOSE EXPRESSED IN
ANY FORWARD-LOOKING STATEMENTS MADE BY CHOICEPOINT. DO NOT PUT UNDUE RELIANCE
ON FORWARD-LOOKING STATEMENTS. CHOICEPOINT DOES NOT INTEND TO PUBLICLY UPDATE
ANY FORWARD-LOOKING STATEMENTS THAT MAY BE MADE FROM TIME TO TIME BY, OR ON
BEHALF OF, CHOICEPOINT, WHETHER AS A RESULT OF NEW INFORMATION, FUTURE EVENTS
OR OTHERWISE.





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PART I




Item 1.Business

General

ChoicePoint Inc., a Georgia corporation (ChoicePoint or the Company)
incorporated in 1997, is the leading provider of identification and credential
verification services for making smarter decisions in a world challenged by the
reality of risks. Serving the needs of business, government, non-profit
organizations and individuals, ChoicePoint works to create a safer and more
secure society through the responsible use of information while ensuring the
protection of personal privacy.

Based on market share, ChoicePoint is a leading provider of risk
management and fraud prevention information and related technology solutions to
the insurance industry. The Company also offers risk management and fraud
prevention solutions to organizations in other industries. The Company operates
its business through three primary service groups: Insurance Services, Business
& Government Services and Marketing Services.

The Insurance Services group provides information products, software and
services used in the underwriting and claims processes by property and casualty
insurers. Insurance Services major offerings include claims history data,
motor vehicle records, police records, credit information and modeling services
to the personal lines property and casualty market and customized policy
rating and issuance software to the commercial insurance market. The Company
also provided property inspections and audits to the commercial insurance
market until the sale of this business in February 2003. The Business &
Government Services group provides information products and services to Fortune
1000 corporations, consumer finance companies, asset-based lenders, legal and
professional service providers, health care service providers, non-profit
organizations, small businesses, private investigators, consumers and federal,
state and local government agencies. Major offerings include pre-employment
background screenings and drug testing administration services, public record,
background and relationship searches, vital records, tenant screening services,
credential verification, due diligence information, Uniform Commercial Code
searches and filings, people and shareholder locator information services, and
DNA identification services. The Marketing Services group provides direct
marketing services to Fortune 1000 corporations, insurance companies and
financial institutions. Marketing Services offers a full range of products
including data, print fulfillment, database and campaign management services,
as well as Web-based delivery solutions.

ChoicePoints strategic goal is to be a leading provider of enhanced
information services to a broad range of industries. The Company is continuing
to expand its data distribution, data gathering and technological capabilities,
and believes that it is positioned to offer a variety of new products to a
diverse set of industries. The Company intends to accomplish its goals by
expanding its presence in business and government markets, pursuing
acquisitions and strategic alliances, developing and enhancing key
technological capabilities and maintaining solid financial performance.

Strategic Acquisitions, Divestitures and Alliances

The Companys acquisition strategy is to purchase or partner with
organizations that add new data, markets and technology to ChoicePoints
operations.

To add to its drug testing medical review officer offerings, in 1997
ChoicePoint acquired the assets of Drug Free, Inc., a drug testing information
services company. In April 1998, ChoicePoint acquired the assets of Attest
National Drug Testing, Inc., a drug testing information services company, and
in June 1998 acquired Application Profiles, Inc., a full service background
investigation company. In October 1998, the Company acquired Informus
Corporation (Informus) in order to leverage their Internet technology and
expand its automated offerings in the pre-employment screening market. The
Informus acquisition allows the Company to provide a complete range of
Web-based solutions by integrating its pre-employment background and drug
testing services over the Internet to its corporate customers, and the
acquisition
provided further growth opportunities for the Company in the small
to mid-sized company market. Also in November 1998, the Company acquired
Tyler-McLennon, Inc., a provider of employment background screening services
and record searches.

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In October 1998, the Company acquired ChoicePoint Direct Inc., formerly
known as Customer Development Corporation (CPM). CPM is a
full-service, fully integrated database marketing company providing customized
marketing programs primarily for clients in the insurance, consumer finance,
publishing and banking industries.

In November 1998, the Company acquired EquiSearch Services, Inc.
(EquiSearch). The EquiSearch acquisition allowed the Company to expand its
value-added applications of Company data and to offer consumer-benefit
services. EquiSearchs primary function is to contract with companies or stock
transfer agents to locate lost stockholders of Fortune 1000 and other public
corporations.

In December 1998, in order to increase the Companys presence in the
personal automobile insurance market, ChoicePoint acquired DATEQ Information
Network, Inc. (DATEQ), a provider of underwriting services to that market.
The DATEQ acquisition allowed the Company to bring enhanced risk assessment
products and services to its core insurance customer base.

Also in December 1998, the Company sold its life and health insurance
field underwriting services and insurance claim investigation services to PMSI
Services, Inc. This transaction, when combined with the December 1997 sale of
the paramedical examination business to Pediatric Services of America, Inc.,
completed ChoicePoints strategy of exiting the labor-intensive life and health
and investigative field businesses.

In May 1999, the Company purchased the assets of Washington Document
Service, Inc., a leading nationwide court document research and retrieval
company serving the legal market, which complemented the Companys existing
public record service. In July 1999, the Company acquired DataTracks
Technology, Inc., a public record information company based in Sarasota,
Florida. This acquisition strengthened the Companys on-line public record data
in the Florida market and brought a strong Web-based solution that is
leveragable into certain markets and customers. In November 1999, the Company
acquired the assets of DataMart, Inc. which provides software database services
for ChoicePoint companies.

In January 2000, the Company completed the sale of its operations in the
United Kingdom to Experian Limited, including the CUE UK database, a
proprietary database containing home and motor insurance claims information.
Also in January 2000, the Company purchased Statewide Data Services, Inc.
(SDS), the insurance industrys largest provider of prospecting leads and
related services to property and casualty agents. Management believes that this
acquisition, combined with the Companys underwriting information and direct
marketing services, provides the insurance industry with a complete and
integrated suite of direct marketing products and services.

Effective February 1, 2000, the Company acquired NSA Resources, Inc.
(NSA), one of the largest independent drug testing administration companies
in the United States, to strengthen the Companys position as a leading
single-source provider of pre-employment solutions. NSA contracts with
customers as a third-party administrator of drug tests used for determining
employment eligibility.

On May 16, 2000, the Company completed a merger with DBT Online, Inc., a
public record services provider (DBT) and competitor of ChoicePoint Public
Records Group (ChoicePoint PRG), whereby DBT shareholders received .525
shares (pre-split) of newly-issued shares of ChoicePoint common stock for each
share of DBT common stock owned. Headquartered in Boca Raton, Florida, DBT
serves corporations and the legal, insurance and investigative markets.

In October 2000, the Company acquired RRS Police Records Management, Inc.,
a provider of police reports and related services to the property and casualty
industry. In November 2000 the Company acquired the policy processing and
interface management services assets of VISN Service Corporation and the data
collection assets of Cat Data Group, LLC. In December 2000, the Company
acquired the assets of Drug Free Consortium, to provide additional drug testing
services.

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In January 2001, the Company acquired BTi Employee Screening Services,
Inc. (BTi), an employee pre-screening services company and ABI Consulting
Inc., a third-party administrator of workplace drug and alcohol testing
programs. In February 2001, the Company acquired Insurity Solutions, Inc., a
provider of Internet-based insurance rating, underwriting and policy servicing
technology.

In March 2001, the Company acquired certain assets of National Medical
Review Offices, Inc., a large provider of medical review office services. In
April 2001, the Company acquired The Bode Technology Group, Inc. (Bode Labs),
a premier provider of DNA identification services.

In July 2001, the Company acquired Marketing Information & Technology,
Inc. (CPPM), a provider of large-scale direct marketing systems for Fortune
500 clients, and the pre-employment and drug testing businesses of Pinkertons,
Inc., a unit of Securitas AB of Sweden.

In August 2001, the Company sold the Osborn Group Inc., its laboratory
services business, to LabOne, Inc., which completed the Companys strategy to
exit the life and health insurance market.

In January 2002, the Company acquired certain assets from Experian
Information Solutions, Inc. consisting of on-line consumer credit reporting,
marketing and pre-screen list extract services for the insurance market. In
April 2002, the Company acquired Total eData Corporation, an e-mail database
company to complement its direct marketing services and provide other consumer
marketing opportunities.

In July 2002, the Company acquired L&S Report Service, Inc., a provider of
police records, which made ChoicePoint the only police record provider with a
nationwide reach, and in October 2002, the Company acquired Resident Data,
Inc., a residential screening services provider to apartment manager
companies,
allowing the Company to better leverage the criminal and evictions data across
a larger customer base.

In December 2002, the Company acquired Vital Chek Network, Inc. (Vital
Chek), a provider of proprietary technology and data management services that
facilitate the remote ordering of certified birth, death, marriage and divorce
certificates and in December 2002, the Company purchased Accident Report
Services, Inc., a provider of police records to complement its current police
records business.

In January 2003, the Company acquired National Data Retrieval, Inc., a
leading provider of public records information for bankruptcies, civil
judgments and federal and state tax liens, which allows the Company to expand
its civil record collection business and The List Source, Inc., d/b/a Kramer
Lead Marketing Group, a marketing company serving the life and health insurance
and financial services markets.

In February 2003, the Company sold its CP Commercial Specialists division,
a provider of property inspections and audits to the commercial insurance
market.

Products and Customers

As indicated above, the Company operates through three primary service
groups: Insurance Services, Business & Government Services and Marketing
Services. ChoicePoints offices are located throughout the United States. The
Companys business is not materially seasonal. The following table reflects the
revenue generated by each of ChoicePoints three primary service groups, and
from the royalty and divested and discontinued product lines, from 2000 through
2002 and the percentage contribution by each group to ChoicePoints revenue for
each such year. The royalty revenue is generated from laser technology patents
held by the Company. The remaining patents underlying this revenue expire
between November 2004 and May 2005.

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Historical Revenue by Service Group

2002
        
        2001
        
        2000Amount
        
        %
        
        Amount
        
        %
        
        Amount
        
        %(Dollars in thousands)Insurance Services
        
        $
        332,521
        
        
        
        44
        %
        
        $
        281,046
        
        
        
        45
        %
        
        $
        235,737
        
        
        
        44
        %Business & Government Services
        
        
        308,761
        
        
        
        41
        
        
        
        267,409
        
        
        
        42
        
        
        
        233,270
        
        
        
        43Marketing Services
        
        
        105,833
        
        
        
        14
        
        
        
        76,461
        
        
        
        12
        
        
        
        63,549
        
        
        
        12Royalty
        
        
        5,855
        
        
        
        1
        
        
        
        6,808
        
        
        
        1
        
        
        
        6,364
        
        
        
        1Subtotal
        
        
        752,970
        
        
        
        100
        %
        
        
        631,724
        
        
        
        100
        %
        
        
        538,920
        
        
        
        100
        %Reimbursable Expenses
        
        
        38,520
        
        
        
        
        
        
        
        38,028
        
        
        
        
        
        
        
        37,392Divested & Discontinued Product Lines
        
        
        72
        
        
        
        
        
        
        
        24,243
        
        
        
        
        
        
        
        54,613Total
        
        $
        791,562
        
        
        
        
        
        
        $
        693,995
        
        
        
        
        
        
        $
        630,925


Insurance Services.ChoicePoint provides underwriting information to
property and casualty insurance companies in the United States. Personal lines
property and casualty insurance services include underwriting and claims
information, such as motor vehicle reports, police reports, the Companys
Comprehensive Loss Underwriting Exchange (C.L.U.E.®)
and Current Carrier database services, vehicle registration services, credit reports, modeling
services, ChoicePointLink® (insurance agent software), and drivers license
information. C.L.U.E. is a proprietary database comprised of claims information
contributed by major insurance underwriters (and accessed by those same
underwriters) which enables them to underwrite in the auto and home insurance
markets. Current Carrier is a proprietary database comprised of information
regarding current and previous insurance coverage and possible lapses in
coverage. ChoicePoints proprietary ChoicePoint Rules systems automate
customer-specific decision making criteria to provide property and casualty
insurance underwriters with decision management tools that streamline and
reduce the cost of the underwriting process. This service group offers
information delivery services to its clients using system-to-system and
Internet communications. ChoicePoint also provides modeling services to the
personal lines property and casualty market and development of high-end
customized application rating and issuance software for commercial customers.
Until the sale of the CP Commercial Specialists group in February 2003,
ChoicePoint provided services to the commercial property and casualty insurance
market. Those services included commercial inspections for underwriting
purposes and workers compensation audits of commercial properties. Until the
sale of the Osborn Group, Inc. in August 2001, ChoicePoint also provided
laboratory information services and related technology offerings to major life
and health insurance companies in the United States.

Business & Government Services.In addition to serving the property and
casualty insurance markets, ChoicePoint provides risk management and fraud
prevention services and related technology solutions and shareholder locator
services to Fortune 1000 corporations, consumer finance companies, asset-based
lenders, legal and professional service providers, health care service
providers, non-profit organizations, small businesses, consumers and local,
state and federal government agencies. For instance, the Company provides
information and services to customers in a variety of industries for use in the
hiring and employee regulatory compliance process, including: (i)
pre-employment background screenings, which include credit and driving record
checks, prior employment verification, education and licensing verification and
criminal record searches; and (ii) comprehensive drug screening program
management and administration and due diligence and credential verification
services to legal and professional service providers, (iii) tenant screening
services; and (iv) DNA identification services and authentication services.

The Company also provides enhanced information services to government
agencies, such as (i) uncovering ownership of hidden assets, locating
individuals and providing leads for criminal and civil investigations, (ii)
providing parent locator services, which locate for the public sector
individuals who are in violation of court mandates and (iii) providing
information to certain Medicare and Medicaid providers and provider applicants
to assist in identifying and reducing health care fraud. In connection with its
business and government services, the Company provides online and on-demand
searches and filings of public business records, including Uniform Commercial
Code searches and filings, bankruptcy, lien and judgment searches, searches of
partnership and corporation filing records, and criminal record searches to
assist organizations and lending institutions in managing potential risk
exposure. The Company provides services that facilitates ordering of certified
vital records such as birth, death, marriage and divorce certificates.

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Marketing Services.ChoicePoint also provides direct marketing and
database marketing services to Fortune 1000 corporations, insurance companies
and financial institutions. Marketing Services offers a full range of products
including data, print fulfillment, database and campaign management services,
as well as Web-based solutions.

For additional information regarding these service groups, see Note 11 to
the Consolidated Financial Statements incorporated by reference into this
report.

Customers.ChoicePoints customer base includes substantially all
domestic insurance companies, many Fortune 1000 corporations, non-profit
organizations, small businesses, consumers and certain local, state and federal
government agencies. The Company has more than 50,000 customers, none of which
represented more than 10% of the Companys total revenue in 2002.

Each of ChoicePoints current service groups has the capability to receive
orders for and deliver products and services through electronic communications.
The Company supplies software to customers that wish to access the Company
using private networks.

Competition

The Company operates in a number of geographic and product and service
markets, which are highly competitive. In the Insurance Services market,
ChoicePoints competitors include TML Information Services, Inc., Trans Union
Corporation, Fair Isaac & Company, Inc., American Insurance Services Group, a
unit of Insurance Services Office, Inc., Metropolitan Reporting Bureau,
Explorer Information Services, American Driving Records and Insurance
Information Exchange, L.L.C., a subsidiary of ISO Claims Services, Inc. In the
Business & Government Services market, ChoicePoints competitors in the
automated public records market currently include the Lexis-Nexis service of
Reed Elsevier PLC, First Data Corporation, Seisint, Inc. and infoUSA Inc.,
while its competitors in the pre-employment screening and drug testing services
market include various security companies and clinical laboratories, including
pre-screening services of Automatic Data Processing, Inc., The First American
Corporation, Total Information Services, a subsidiary of US Investigations
Services, Inc., and Laboratory Corporation of America Holdings. Its competitors
in the vital records market include USAVital.com, a subsidiary of Backgrounds
USA, NationalBirthCertificate.com, Mantech International Corporation, Genesis
Systems, Inc. and QS Technologies, Inc. Its competitors in database marketing
services offerings include Acxiom Corporation, Knowledge Base Inc. and
Harte-Hanks Communications, Inc. With respect to its offerings of consumer
benefit services such as those provided by its subsidiary, EquiSearch, the
Company competes with Keane Tracers, Inc. and Shareholder Communications
Corporation. For DNA identification services, the Company competes with Orchid
BioSciences, Inc. and Myriad Genetics Inc. In each of its markets, the Company
competes on the basis of responsiveness to customer needs, price and the
quality and range of products and services offered.

Sources of Supply

ChoicePoints operations depend upon information derived from a wide
variety of automated and manual sources. External sources of data include
public records information companies, governmental authorities and on-line
search systems. ChoicePoint has no reason to anticipate the termination of any
significant relationships with data suppliers. However, if material changes in
state or federal laws regulating or prohibiting the distribution of public
records were to occur, the Companys business, financial condition and results
of operations could be materially affected. In the event that such a
termination occurs, the Company believes that it could acquire the data from
other sources; however, such termination could have a material adverse effect
on the Companys financial condition or results of operations.

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ChoicePoint currently maintains databases that contain information
provided and used by insurance underwriters. The information comprising these
databases is not owned by ChoicePoint, and the participating organizations
could discontinue contributing information to the databases. If this were to
occur, the Companys financial condition and results of operations would be
materially affected. ChoicePoint believes, however, that such an event is
unlikely because contributors to the databases depend upon the aggregated
information in such databases to conduct their business operations.

Employees

As of December 31, 2002, ChoicePoint employed approximately 5,300 persons,
none of whom were unionized. All of the Companys workforce is employed in the
United States. As of December 31, 2002, ChoicePoint employed approximately 280
individuals in Hartford, Connecticut in its Insurity facilities, approximately
65 individuals in Santa Ana, California at its ChoicePoint PRG location,
approximately 290 individuals in Peoria, Illinois in its CPM location, approximately 100
individuals in the WorkPlace Solutions St. Petersburg, Florida office,
approximately 25 employees in White Plains, New York at its EquiSearch offices,
and approximately 50 individuals at the Boston, Massachusetts CPPM office. The
Company has approximately 260 employees at the CPM Pensacola, Florida office,
approximately 60 NSA employees in Nashville, Tennessee, approximately 65
employees at Bode Labs in Springfield, Virginia, approximately 65 BTi employees
in Dallas, Texas, approximately 80 employees in the WorkPlace Solutions Los
Angeles, California office, approximately 100 WorkPlace Solutions employees in
the Charlotte, North Carolina office and 300 PRG employees in Boca Raton,
Florida. ChoicePoint has approximately 60 employees at its Vital Chek office in
Nashville, Tennessee and about 55 employees at the Resident Data offices in
Dallas, Texas. Approximately 1,200 individuals are employed in the Atlanta
area in the Companys headquarters and four branch office locations. The
balance of ChoicePoints employees is located in the Companys remaining
offices. ChoicePoint believes that its relations with its employees are good.
There were approximately 130 employees at the Companys CP Commercial
Specialists office in Overland Park, Kansas, until the sale of this business in
February 2003.

Proprietary Matters

ChoicePoint owns a number of trademarks and trade names that ChoicePoint
believes are important to its business. Except for the ChoicePoint trademark
and logo, however, the Company is not dependent upon any single trademark or
trade name or group of trademarks or trade names. The current duration for
federal registrations range from seven to fifteen years, but each trademark
registration generally may be renewed an unlimited number of times as long as
the trademark is in use. Additional trademarks and trade names used in the Companys
business are registered and maintained in the U.S. ChoicePoint, the ChoicePoint
logo, VitalChek®, AutoTrackXP® and C.L.U.E. are registered trademarks of
ChoicePoint Asset Company, a wholly owned subsidiary of the Company.

ChoicePoint owns a 62.5% interest in revenue relating to certain patents
involving laser technology, which expires between November 2004 and May 2005.
Upon the expiration of the applicable patent, ChoicePoint loses its right to
exclude others from exploiting the inventions claimed therein, and accordingly,
the obligations of third parties to make royalty payments will cease.




Item 2.Properties

ChoicePoints principal executive offices are located in 206,000 square
feet of office space in Alpharetta, Georgia, a suburb of Atlanta. As of
December 31, 2002, ChoicePoint maintained approximately 80 other offices in the
United States. These offices, all of which are leased, contain a total of
approximately 780,000 square feet of space. Through ChoicePoint Health Systems
Inc., ChoicePoint owns two laboratory facilities in Olathe, Kansas with
approximately 76,000 square feet of space. Through CPM, ChoicePoint owns four buildings in Peoria, Illinois representing
approximately 182,000 square feet of space. Through Vital Chek ChoicePoint owns two buildings in Nashville, Tennessee representing
approximately 10,000 square feet. After the sale of CP Commercial Specialists in February 2003, the Company
maintains approximately 56 offices in the United States for a total of
approximately 720,000 square feet. The Company ordinarily leases office space
of the general commercial type for conducting its business.

6



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##### Table of Contents



In 2002, ChoicePoint began construction on a 200,000 square foot data
center adjacent to its principal executive offices at the Alpharetta, Georgia
location. Construction on the new data facility is anticipated to be completed
in April 2003.

In March 2003, ChoicePoint sold a building in Norcross, Georgia owned by
ChoicePoint Services Inc. that represented approximately 8,400 square feet.




Item 3.Legal Proceedings

ChoicePoint is involved in litigation from time to time in the ordinary
course of its business. The Company does not believe that the outcome of any
pending or threatened litigation will have a material adverse effect on the
financial condition or results of operations of ChoicePoint. However,
the ultimate disposition of such matters cannot be predicted with
certainty and it is impossible to currently determine the ultimate
costs that may be incurred in connection with the disposition of such
matters. Moreover, as is
inherent in legal proceedings where issues may be decided by finders of fact,
there is a risk that unpredictable decisions materially adverse to the Company
could be reached.




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

No matters were submitted to a vote of security holders by the Company
during the quarter ended December 31, 2002.




Item X. Executive Officers of the Registrant

Set forth below is certain biographical information with respect to each
executive officer of the Company, as of March 10, 2003:

Name and Position
        
        Age
        
        Executive Officer SinceDerek V. Smith, Chairman and Chief Executive Officer
        
        
        48
        
        
        
        1997Douglas C. Curling, President and Chief Operating Officer
        
        
        48
        
        
        
        1997David T. Lee, Executive Vice President
        
        
        43
        
        
        
        1997J. Michael de Janes, General Counsel and Secretary
        
        
        45
        
        
        
        1997Steven W. Surbaugh, Chief Financial Officer
        
        
        53
        
        
        
        2002David E. Trine, Treasurer and Corporate Controller
        
        
        42
        
        
        
        2000


Derek V. Smith,48, has served as Chairman of the Board since May 1999 and
as Chief Executive Officer and a Director of the Company since May 1997. He
served as President of the Company from May 1997 until April 2002. He also
serves as a director of The Stanley Works, a producer of tools and door
products.

Douglas C. Curling,48, has served as President since April 2002 and as
Chief Operating Officer of the Company since May 1999. He served as Chief
Operating Officer and Treasurer from May 1999 to May 2000 and served as
Executive Vice President, Chief Financial Officer and Treasurer of the Company
from the spin-off in 1997 until May 1999.

David T. Lee,43, has served as Executive Vice President of the Company
since May 1999 and served as Senior Vice President from the spin-off in 1997
until May 1999.

J. Michael de Janes,45, has served as General Counsel and Secretary since
April 1998 and served as General Counsel and Assistant Secretary from August
1997 to April 1998.

Steven W. Surbaugh, 53, has served as Chief Financial Officer since April
2002. Prior to April 2002, he was a partner with Arthur Andersen LLP for more
than five years, where he most recently served as the partner-in-charge of the
real estate, financial services and not-for-profit audit practices in the
Atlanta, Georgia office.

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David E. Trine,42 has served as Treasurer since May 2000 and served as
Vice President  Corporate Controller from May 1999 to May 2000. He served as
Vice President  Finance and Accounting of the Company from the spinoff in 1997
until May 1999.

There are no family relationships among the executive officers of the
Company, nor are there any arrangements or understandings between any of the
executive officers and any other persons pursuant to which they were selected
as executive officers. The Board of Directors may elect an executive officer or
officers at any meeting of the Board of Directors. Each executive officer is
elected to serve until his successor has been elected and has duly qualified.
Elections of executive officers generally occur each year at the Board of
Directors meeting held in conjunction with the Companys Annual Meeting of
Shareholders. In addition, the Chief Executive Officer is authorized to appoint
certain officers of the Company.




PART II




Item 5.Market for the Registrants Common Equity and Related Stockholder Matters

The Companys common stock is listed and traded on the New York Stock
Exchange under the symbol CPS. Information regarding the high and low sales
prices and the number of holders of the common stock is set forth under the
captions Market Information and Quarterly Stock Performance on page 48 of
the 2002 Annual Report to Shareholders (the Annual Report), a copy of which
page is included in Exhibit 13 to this Form 10-K and is incorporated herein by
reference.

The Company does not pay cash dividends and does not anticipate paying any
cash dividends in the foreseeable future. The Company currently intends to
retain future earnings to finance its operations and the expansion of its
business. Any future determination to pay cash dividends will be at the
discretion of the Companys Board of Directors and will be dependent upon the
Companys financial condition, operating results, capital requirements and such
other factors as the Board of Directors deems relevant.




Item 6.Selected Financial Data

The information included under the caption Financial Highlights on the
inside front cover page of the Annual Report, a copy of which page is included
in Exhibit 13 to this Form 10-K, is incorporated herein by reference.




Item 7.Managements Discussion and Analysis of Financial Condition and Results of Operations

General 

The information included under the caption Managements Discussion and
Analysis on pages 18 through 25 of the Annual Report, a copy of which pages
are included in Exhibit 13 to this Form 10-K, is incorporated herein by
reference.

Risk Factors

You should carefully consider each of the following risk factors and all
of the other information in this Annual Report on Form 10-K. These risks are
not the only ones we face. Our business operations could also be impaired by
additional risks and uncertainties that, at present, are not known to us or
that, at present, we consider immaterial.

If any of the following risks and uncertainties develops into actual
events, our business, financial condition and results of operations could be
materially and adversely affected. If that happens, the trading prices of our
common stock and any other securities we may issue in the future could decline
significantly.

8



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##### Table of Contents



The risk factors below contain forward-looking statements regarding
ChoicePoint. Actual results could differ materially from those set forth in the
forward-looking statements. See Cautionary Statements Regarding
Forward-Looking Statements on page 1, following the Table of Contents.

Customers

We have few long-term agreements with our customers. Although our
management believes that the quality of our products and services should permit
us to maintain relationships with our customers, there can be no assurance that
we will do so. Any loss of a significant number of our major customers would
have a material adverse effect on our business, financial condition, and
results of operations.

Our customers include federal, state, and local governments. Government
business is subject to many unique risks, such as delays in funding, reduction
or modification of contracts or subcontracts, failure to exercise options,
changes in government policies, and the imposition of budgetary restraints. A
loss of government contract revenues also could have a material adverse effect
on our business, financial condition, and results of operations.

The acquisition or consolidation of our customers by another company could
decrease the demand for our products and services. After consolidation, these
companies may reorganize management responsibilities or strategic and
purchasing decisions that could adversely affect demand for our products and
services. We may lose business relationships with key contacts within a
customers organization due to budget cuts, layoffs, or other changes resulting
from an acquisition or consolidation. The consolidation of companies also may
alter the technological infrastructure of the combined entity, and our products
and services may not be compatible with the new technological system.

Acquisitions

Our long-term business strategy includes growth through acquisitions.
While we believe we have been successful in implementing this strategy during
prior years, we are not certain that we will complete future acquisitions on
acceptable terms or that we will successfully integrate any acquired assets,
data or businesses into our operations. Any acquisitions or investments will be
accompanied by the risks commonly encountered in acquisitions of businesses.
Such risks include, among other things:



| |  |  | paying more than fair market value for an acquired company or assets;
| | - |  | ---------------------------------------------------------------------



| |  |  | failing to integrate the operations and personnel of the acquired
businesses in an efficient, timely manner;
| | - |  | ------------------------------------------------------------------------------------------------------------



| |  |  | assuming potential liabilities arising from the products of an acquired company;
| | - |  | --------------------------------------------------------------------------------



| |  |  | managing the potential disruption to our ongoing business;
| | - |  | ----------------------------------------------------------



| |  |  | distracting management focus from our core business;
| | - |  | ----------------------------------------------------



| |  |  | impairing relationships with employees, customers, and strategic partners;
| | - |  | --------------------------------------------------------------------------



| |  |  | incurring expenses associated with the amortization of other intangibles;
| | - |  | -------------------------------------------------------------------------



| |  |  | incurring expenses associated with a write-off of a portion of
goodwill and other intangible assets due to changes in market
conditions, weak economies in certain competitive markets, or the
failure of certain acquisitions to realize expected benefits; or
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | diluting the share value and voting power of existing shareholders.
| | - |  | -------------------------------------------------------------------

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##### Table of Contents



Suppliers

We depend upon third-party information suppliers for information used in
our databases. The loss of some of our data supply sources could have a
material adverse effect on our business, financial condition, and results of
operations. We rely extensively upon data from external sources to maintain our
proprietary and non-proprietary databases, and our operations depend upon
information derived from a wide variety of automated and manual sources. We
obtain data from public records, information companies, governmental
authorities, competitors, and customers. Our agreements with our data suppliers
are generally short-term agreements. Some of our suppliers are also our
competitors, which may make us vulnerable to unpredictable price increases and
may cause some suppliers not to renew certain agreements. We have no reason to
anticipate the termination of any significant relationships with these data
suppliers and believe that in most cases substitute suppliers could be arranged
if any termination occurred. However, such a termination could have a material
adverse effect on our business, financial condition, and results of operations
if we were unable to arrange for substitute sources.

We currently maintain databases that contain information provided and used
by insurance underwriters. We do not own the information in these databases,
and the participating organizations could discontinue contributing information
to the databases. If this information was withheld, our business, financial
condition, and results of operations would be materially adversely affected.

We use social security numbers to generate certain reports. Social
security numbers could become unavailable to us in the future because of
changes in the law or because data suppliers decide not to supply them to us.
If we cannot obtain this information in the future, we will be unable to
generate reports as efficiently. Although we use names, addresses, and dates of
birth to generate our reports, without the use of social security numbers, we
believe that those reports would not be as complete or as accurate as the
reports generated with social security numbers. We also would incur significant
expense to revise the software we use to generate reports. Less complete or
less accurate reports could adversely affect our business, financial condition,
and results of operations.

We obtain the credit header data in our databases from consumer credit
reporting agencies. The data consists of names, addresses, social security
numbers, and dates of birth. Any of these suppliers could stop supplying this
data to us or could substantially increase their prices. Withholding this data
could materially adversely affect our business, financial condition, and
results of operations.

Competition

The information industry in which we operate is highly competitive, and we
expect it to remain highly competitive. In each of our markets, we compete on
the basis of price, quality, customer service, product and service selection.
Our competitive position in various market segments depends upon the relative
strength of our competitors in the segment and the resources devoted to
competing in that segment. Due to their size, certain competitors may be able
to allocate greater resources to a particular market segment than we can. As a
result, they may be in a better position to anticipate and respond to changing
customer preferences, emerging technologies and market trends. In addition, new
competitors and alliances may emerge to take market share away from us. We
cannot be assured that we will be able to maintain or strengthen our
competitive position in our market segments, especially against larger
competitors. If we fail to successfully compete, our business, financial
condition and results of operations may be adversely affected.

Government Regulation and Adverse Publicity

Because we use personal and public record information to search our
databases and access the databases of others, we are vulnerable to government
regulation and adverse publicity concerning these uses. We provide many types
of data and services which already are subject to regulation under the Fair
Credit Reporting Act, Gramm-Leach-Bliley Act, Drivers Privacy Protection Act,
and to a lesser extent, various other federal, state, and local laws and
regulations. These laws and regulations are designed to protect the privacy of
the public and to prevent the misuse of personal information in the
marketplace. However, many consumer advocates, privacy advocates, and
government regulators believe the existing laws and regulations do not
adequately protect privacy. They have become increasingly concerned with the
use of

10



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##### Table of Contents



personal information, particularly social security numbers, motor
vehicle reports, and dates of birth. As a result, they are lobbying for further
restrictions on the dissemination or commercial use of personal information.
The following legal and regulatory developments could have a material adverse
affect on our business, financial condition, and results of operations:



| |  |  | amendment, enactment, or interpretation of laws and regulations which
restrict the access and use of personal information and reduce the
supply of data available to our customers;
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | changes in cultural and consumer attitudes to favor further
restrictions on information collection and sharing;
| | - |  | ---------------------------------------------------------------------------------------------------------------



| |  |  | failure of our products and services to comply with current laws and
regulations; and
| | - |  | -------------------------------------------------------------------------------------



| |  |  | failure of our products and services to adapt to changes in the
regulatory environment in an efficient, cost-effective manner.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------

Attracting and Retaining Qualified Personnel

We cannot be certain that we can continue to attract and retain sufficient
qualified management, technical, sales, or other personnel necessary to conduct
our business successfully. The resignation, retirement, death or disability of
our Chief Executive Officer or Chief Operating Officer and the inability to
sufficiently replace either position could adversely affect our business.

System Interruptions

System interruptions could delay and disrupt our products and services,
cause harm to our business and reputation, and result in a loss of customers.
We depend heavily upon our computer systems, most of which are located in
Alpharetta, Georgia and Boca Raton, Florida, to provide reliable, uninterrupted
service. Certain events beyond our control, such as fires, floods, earthquakes,
hurricanes, power losses, and telecommunications failures, could damage our
computer networks and temporarily or permanently interrupt services to our
customers. Our systems in Boca Raton, Florida are particularly susceptible to
hurricanes. These interruptions also may interfere with our suppliers ability
to provide data and our employees ability to attend work and perform their
responsibilities. We have attempted to shield our systems from interruptions
and failures, and we carry property and business interruption insurance in case
these events occur. However, our system safeguards and our insurance still may
not adequately protect us from losses arising from system interruptions.

Security Breaches

Security breaches in our facilities, computer networks, and databases may
cause harm to our business and reputation and result in a loss of customers. We
have instituted many security measures to protect our systems and to assure the
marketplace that our systems are secure. However, despite such security
measures, our systems may be vulnerable to physical break-ins, computer
viruses, attacks by hackers, or similar disruptive problems. Third-party
contractors also may experience security breaches involving the storage and
transmission of proprietary information. If unauthorized users gain access to
our databases, they may be able to steal, publish, delete or modify
confidential third-party information that is stored or transmitted on our
networks. A security or privacy breach may affect us in the following ways:



| |  |  | deterring customers from using our products and services;
| | - |  | ---------------------------------------------------------



| |  |  | harming our reputation;
| | - |  | -----------------------



| |  |  | exposing us to liability;
| | - |  | -------------------------



| |  |  | increasing our operating expenses to correct problems caused by the breach;
| | - |  | ---------------------------------------------------------------------------

11



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##### Table of Contents





| |  |  | affecting our ability to meet our customers expectations; or
| | - |  | -------------------------------------------------------------



| |  |  | causing inquiry from governmental authorities.
| | - |  | ----------------------------------------------

Economy

The current general economic downturn could continue to result in a
reduced demand for our products and services. Our revenues are dependent to a
certain extent upon general economic conditions and upon conditions in the
industries we serve. Certain of our revenues are derived from pre-employment
screening services. The revenue growth and profitability of our business
depends on the overall demand for our existing and new products. A softening of
demand for our information services caused by a weakening of the economy
generally may result in decreased revenues or lower growth rates. We cannot be
certain that our future revenues, results of operations, cash flows and
profitability will not fluctuate on a quarterly or annual basis or that we will
be able to refinance our existing Credit Facility or Receivables Facility.

Direct Marketing

Our direct marketing products and services could be vulnerable to the
following risks:



| |  |  | development of other methods of sales and advertising that are more
effective than direct marketing;
| | - |  | ----------------------------------------------------------------------------------------------------



| |  |  | changes in laws and regulations relating to data privacy, in
particular, email privacy; and
| | - |  | -------------------------------------------------------------------------------------------



| |  |  | increases in postal rates or disruption in the availability of postal
services that could increase the cost of direct mail production and
processing and reduce demand for information among our direct mail
customers; and
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | loss of use or data by third parties.
| | - |  | -------------------------------------

New Products, Services, and Technologies

Our growth partially depends on our ability to develop and market new
products, services and technologies. We have focused on developing growth
opportunities in a number of potential markets. We cannot assure you that we
will be successful in developing new products, services and technologies or
that they will gain market acceptance or generate significant revenue. Our
initiatives are in various stages of development and may be subject to delays
in implementation, customer dissatisfaction with product or service performance
or other significant undetected problems. If we fail to successfully introduce
new initiatives, our business, financial condition and results of operations
may be adversely affected.




Item 7A.Quantitative and Qualitative Disclosures About Market Risk

The Company is exposed to market risk from changes in interest rates. The
information below summarizes the Companys market risk associated with its debt
obligations as of December 31, 2002. The information below should be read in
conjunction with Note 5 of the Notes to Consolidated Financial Statements on
pages 39 and 40 of the Annual Report, copies of which pages are included in
Exhibit 13 to this Form 10-K and are incorporated herein by reference.

On May 10, 2002, ChoicePoint entered into a $325 million unsecured
revolving credit facility (the Credit Facility) with a group of banks that
extends through a termination date of May 2005 and bears interest at variable
rates based on LIBOR plus an applicable margin. The applicable margins range
from .475% to 1.2% per annum based on ChoicePoints leverage ratio. The
average interest rate based on the terms of the Credit Facility at December 31,
2002 was 2.0%. Prior to May 10, 2002, the Company had a $250 million unsecured
revolving credit facility with a group of banks. As of December 31, 2002, $95

12



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##### Table of Contents



million was outstanding under the Credit Facility. In July 2001, the Company
and certain of its subsidiaries entered into an agreement (the Receivables
Facility) with a financial institution whereby it may sell on a continuous
basis an undivided interest in all eligible trade accounts receivable subject
to limitations. The Receivables Facility permits the advance of up to $100
million on the sale of accounts receivable, may be extended in one-year terms
and has been extended to July 2003. Net borrowings under the Receivables
Facility were $85 million at December 31, 2002. The average interest rate
based on the terms of the Receivables Facility at December 31, 2002 was
approximately 2.0%. The Company has entered into four interest rate swap
agreements (the Swap Agreements) to reduce the impact of changes in the
benchmark interest rate (LIBOR) on its LIBOR-based payments on its synthetic
leases. One interest rate swap agreement has a notional amount of $25 million
and matures in August 2007. The other three interest rate swap agreements are
forward starting swaps which have a total notional amount of $42 million,
become effective May 2003 and mature in August 2007. The Swap Agreements
involve the exchange of variable rate for fixed rate payments with a fixed rate
between 4.6% and 6.5%.

Based on the Companys overall interest rate exposure at December 31,
2002, a 1% change in interest rates would result in a change in annual pretax
interest expense of approximately $1.8 million based on the Companys level of
borrowing at that date.




Item 8.Financial Statements and Supplementary Data

The information included under the captions Consolidated Statements of
Income, Consolidated Balance Sheets, Consolidated Statements of
Shareholders Equity, Consolidated Statements of Cash Flows and Notes to
Consolidated Financial Statements on pages 29 through 47 of the Annual Report,
copies of which pages are included in Exhibit 13 to this Form 10-K, is
incorporated herein by reference.




Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

Upon the recommendation of the audit committee of the board of directors
the board appointed Deloitte & Touche LLP as the Companys independent public
accountants for 2003. This appointment is subject to ratification by the
shareholders at the Companys 2003 annual meeting scheduled for April 29, 2003.
The Company previously reported a change of accountants on a Current Report
on Form 8-K filed March 22, 2002. The Company has no disagreements with
Deloitte & Touch LLP or the former accountants, Arthur Andersen LLP, on
accounting or financial disclosure issues.




PART III




Item 10.Directors and Executive Officers of the Registrant

The information required by this Item with respect to Directors of the
Company is included in the sections entitled Proposal No. 1  Election of
ChoicePoint Directors and Other Matters - ChoicePoint Section 16(a) Beneficial
Ownership Reporting Compliance of the Proxy Statement for the 2003 Annual
Meeting of Shareholders and is incorporated herein by reference. Information
regarding the Companys executive officers is set forth in Part I of this
report.




Item 11.Executive Compensation

The information required by this Item is included in the sections entitled
ChoicePoint Executive Compensation, Management Compensation and Benefits
Committee Report on Executive Compensation, Election of ChoicePoint
Directors, ChoicePoint Executive Compensation  Employment Agreements and
Change-in-Control Arrangements, ChoicePoint Executive Compensation Committee
Interlocks and Insider Participation, and ChoicePoint Stock Performance
Graph of the Proxy Statement for the 2003 Annual Meeting of Shareholders and
is incorporated herein by reference.

13



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##### Table of Contents






Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information required by this Item is included in the sections entitled
ChoicePoint Security Ownership of Certain Beneficial Owners and Management
and Equity Compensation Plan Information of the Proxy Statement for the 2003
Annual Meeting of Shareholders and is incorporated herein by reference.




Item 13.Certain Relationships and Related Transactions

The information required by this Item is included in the section entitled
Other Matters  Certain Relationships and Related Transactions of the Proxy
Statement for the 2003 Annual Meeting of Shareholders and is incorporated
herein by reference.




Item 14.Controls
and Procedures

As required by SEC rules, the Company has evaluated the effectiveness of
the design and operation of our disclosure controls and procedures within 90
days of the filing date of this annual report. This evaluation was carried out
under the supervision and with the participation of our management, including
our principal executive officer and principal financial officer. Based on this
evaluation, these officers have concluded that the design and operation of our
disclosure controls and procedures are effective. There were no significant
changes to our internal controls or in other factors that could significantly
affect internal controls subsequent to the date of their evaluation. As with
any system of internal controls, there are inherent limitations in the controls
the Company has put in place. Specifically, collusion by two or more employees
can override the controls put in place within any organization. Specifically,
individuals may execute transactions without the proper authority or
disclosure.

Disclosure controls and procedures are the Companys controls and
procedures that are designed to ensure that information required to be
disclosed by us in the reports that we file or submit under the Exchange Act is
recorded, processed, summarized and reported, within the time periods specified
in the SECs rules and forms. Disclosure controls and procedures include,
without limitation, controls and procedures designed to ensure that information
required to be disclosed by us in the reports that we file under the Exchange
Act is accumulated and communicated to our management, including our principal
executive officer and principal financial officer, as appropriate, to allow
timely decisions regarding required disclosure.




PART IV




Item 15.Exhibits, Financial Statement Schedules and Reports on Form 8-K

(a) Index to exhibits, financial statements and schedules.

(1) Financial Statements

Consolidated Balance Sheets as of December 31, 2002 and 2001 are
incorporated by reference from the Annual Report, and are included in Exhibit
13 hereto.

Consolidated Statements of Income for the Years Ended December 31, 2002,
2001 and 2000 are incorporated by reference from the Annual Report, and are
included in Exhibit 13 hereto.

Consolidated Statements of Shareholders Equity for the Years Ended
December 31, 2002, 2001 and 2000 are incorporated by reference from the Annual
Report, and are included in Exhibit 13 hereto.

Consolidated Statements of Cash Flows for the Years Ended December 31,
2002, 2001 and 2000 are incorporated by reference from the Annual Report, and
are included in Exhibit 13 hereto.

Notes to Consolidated Financial Statements are incorporated by reference
from the Annual Report, and are included in Exhibit 13 hereto.

14



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##### Table of Contents



Report of Deloitte & Touche LLP on the foregoing 2002 financial statements
is incorporated by reference from the Annual Report, and is included in Exhibit
13 hereto.

Report of Arthur Andersen LLP on the foregoing financial statements for
the years ended 2001 and 2000 and the Explanatory Note regarding such report
are incorporated be reference from the Annual Report and are included in
Exhibit 13 hereto.

(2) Financial Statement Schedules

Schedule II  Consolidated Valuation and Qualifying Accounts is included
as a schedule herein.

Schedules not listed have been omitted because they are not applicable or
the required information is included in the consolidated financial statements
or notes thereto.

(3) Exhibits required by Item 601 of Regulation S-K:

The following exhibits are included in this Form 10-K:

ExhibitNumber
        
        
        
        Description2.1
        
        
        
        Purchase Agreement, by and among ChoicePoint Inc., ChoicePoint
Acquisition Corporation and DBT Online, Inc. (incorporated by
reference to Exhibit 2.1 of the Companys Current Report on Form
8-K, filed February 15, 2000)3.1
        
        
        
        Articles of Incorporation of the Company, as amended (incorporated
by reference to Exhibit 3.1 of the Companys Quarterly Report on
Form 10-Q for the quarter ended September 30, 2002)3.2
        
        
        
        Bylaws of the Company, as amended (incorporated by reference to
Exhibit 3.2 of the Companys Annual Report on Form 10-K for the
year ended December 31, 2001)4.1
        
        
        
        Rights Agreement, dated as of October 29, 1997, by and between
ChoicePoint Inc. and SunTrust Bank, Atlanta (incorporated by
reference to Exhibit 4.2 of the Companys Form 8-A, filed November
5, 1997)4.2
        
        
        
        Amendment No. 1 to the Rights Agreement, dated as of June 21,
1999, between ChoicePoint Inc. and SunTrust Bank, Atlanta
(incorporated by reference to Exhibit 4.2 of the Companys Current
Report on Form 8-A, filed August 17, 1999)4.3
        
        
        
        Amendment No. 2 to the Rights Agreement between ChoicePoint Inc.
and SunTrust Bank, Atlanta dated February 14, 2000 (incorporated
by reference to Exhibit 4.1 of the Companys Current Report on
Form 8-K, filed February 15, 2000)4.4
        
        
        
        Amendment No. 3 to the Rights Agreement between ChoicePoint Inc.
and SunTrust Bank, Atlanta as dated July 30, 2002 (incorporated by
reference to Exhibit 4.4 of the Companys Current Report on Form
8-A/A, filed July 30, 2002)4.5
        
        
        
        Form of Common Stock certificate (incorporated by reference to
Exhibit 4.1 of the Companys Registration Statement on Form S-1,
as amended, File No. 333-30297)10.1
        
        
        
        Employment Agreement, dated April 1, 1997, by and between DBT
Online, Inc. and Frank Borman (incorporated by reference to
Exhibit 10.2 of the Companys Quarterly Report on Form 10-Q for
the quarter ended June 30, 2000)10.2
        
        
        
        Form of Employment and Compensation Agreement between the Company
and Derek V. Smith dated as of April 25, 2002 (incorporated by
reference to Exhibit 10.2 of the Companys Quarterly Report on
Form 10-Q for the quarter ended June 30, 2002)10.3
        
        
        
        Form of Employment and Compensation Agreement between the Company
Douglas C. Curling dated as of April 25, 2002 (incorporated by
reference to Exhibit 10.3 of the Companys Quarterly Report on
Form 10-Q for the quarter ended June 30, 2002)10.4
        
        
        
        Form of Employment and Compensation Agreement between the Company
and David T. Lee dated as of April 25, 2002 (incorporated by
reference to Exhibit 10.5 of the Companys Quarterly Report on
Form 10-Q for the quarter ended June 30, 2002)10.5
        
        
        
        Form of Employment and Compensation Agreement between the Company
and J. Michael de Janes dated as of April 25, 2002 (incorporated
by reference to Exhibit 10.6 of the Companys Quarterly Report on
Form 10-Q for the quarter ended June 30, 2002)10.6
        
        
        
        Form of Employment and Compensation Agreement between the Company
and Steven W. Surbaugh dated as of April 25, 2002 (incorporated by
reference to Exhibit 10.4 of the Companys Quarterly Report on
Form 10-Q for the quarter ended June 30, 2002)10.7
        
        
        
        Amendment No. 1 to the Form of Employment and Compensation
Agreement between the Company and Derek V. Smith dated as of
February 4, 2003.10.8
        
        
        
        Amendment No. 1 to the Form of Employment and Compensation
Agreement between the Company and Douglas C. Curling dated as of
February 4, 2003.


15



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##### Table of Contents



10.9
        
        
        
        ChoicePoint Inc. 1997 Omnibus Stock Incentive Plan (incorporated
by reference to Exhibit 10.1 of the Companys Quarterly Report on
Form 10-Q, for the quarter ended June 30, 1997)10.10
        
        
        
        DBT Online, Inc. Amended and Restated Stock Option Plan
(incorporated by reference to Exhibit 10.5 of the Companys Annual
Report on Form 10-K, for the year ended December 31, 2000)10.11
        
        
        
        Amendment 2000-1 to the DBT Online, Inc. Amended and Restated
Stock Option Plan (incorporated by reference to Exhibit 4.2 of the
Companys Registration Statement on Form S-8, File No. 333-37498)10.12
        
        
        
        ChoicePoint Inc. Deferred Compensation Plan (incorporated by
reference to Exhibit 10.7 of the Companys Annual Report on Form
10-K, for the year ended December 31, 2000)10.13
        
        
        
        First Amendment to the ChoicePoint Inc. Deferred Compensation Plan
(incorporated by reference to Exhibit 4.2 of the Companys
Registration Statement on Form S-8, File No. 333-102249)10.14
        
        
        
        Second Amendment to the ChoicePoint Inc. Deferred Compensation
Plan (incorporated by reference to Exhibit 4.3 of the Companys
Registration Statement on Form S-8, File No. 333-102249)10.15
        
        
        
        Third Amendment to the ChoicePoint Inc. Deferred Compensation Plan.10.16
        
        
        
        ChoicePoint Inc. Deferred Compensation Plan No. 210.17
        
        
        
        Employee Benefits Agreement, dated as of July 31, 1997, between
Equifax Inc. and ChoicePoint Inc. (incorporated by reference to
Exhibit 10.4 of the Companys Quarterly Report on Form 10-Q, for
the quarter ended June 30, 1997)10.18
        
        
        
        Tax Sharing and Indemnification Agreement, dated as of July 31,
1997, by and between Equifax Inc. and ChoicePoint Inc.
(incorporated by reference to Exhibit 10.7 of the Companys
Quarterly Report on Form 10-Q, for the quarter ended June 30,
1997)10.19
        
        
        
        Revolving Credit Agreement dated as of May 10, 2002 among
ChoicePoint Inc., the Lenders listed therein, SunTrust Bank, as
Administrative Agent, Wachovia Bank, National Association, as
Syndication Agent, U.S. Bank National Association and BNP Paribas,
as Documentation Agents, and First Union Securities, Inc. (D/b/a/Wachovia
Securities) and SunTrust Capital Markets, Inc., as
Co-Lead Arrangers (incorporated by reference to Exhibit 10.1 of
the Companys Quarterly Report on Form 10-Q, for the quarter ended
March 31, 2002)10.20
        
        
        
        First Amendment to the Revolving Credit Agreement, dated as of
December 30, 2002, among ChoicePoint Inc., the Lenders listed
therein, SunTrust Bank, as Administrative Agent, and Wachovia
Bank, National Association, as Syndication Agent.10.21
        
        
        
        Master Agreement, dated as of July 31, 1997, among ChoicePoint
Inc., SunTrust Banks, Inc. and SunTrust Bank, Atlanta, as Agent
(incorporated by reference to Exhibit 10.11(a) of the Companys
Quarterly Report on Form 10-Q, for the quarter ended June 30,
1997)10.22
        
        
        
        First Amendment to the Master Agreement, dated as of September 30,
1998, among ChoicePoint, Inc., as Lessee, SunTrust Banks, Inc., as
Lessor, and SunTrust Bank, Atlanta, as Agent (incorporated by
reference to Exhibit 10.15 of the Companys Annual Report on Form
10-K, for the year ended December 31, 1999)10.23
        
        
        
        Second Amendment to the Master Agreement, dated as of December 30,
1999, among ChoicePoint Inc., as Lessee, SunTrust Banks, Inc., as
Lessor, and SunTrust Bank, Atlanta, as Agent (incorporated by
reference to Exhibit 10.16 of the Companys Annual Report on Form
10-K, for the year ended December 31, 1999)10.24
        
        
        
        Third Amendment to the Master Agreement, dated as of December 20,
2002, among ChoicePoint Inc., as Lessee, SunTrust Banks, Inc., as
Lessor, and SunTrust Bank, as Agent.10.25
        
        
        
        Lease agreement, dated as of July 31, 1997, between ChoicePoint
Inc. and SunTrust Banks, Inc. (incorporated by reference to
Exhibit 10.11(b) of the Companys Quarterly Report on Form 10-Q,
for the quarter ended June 30, 1997)10.26
        
        
        
        Georgia Lease Supplement, dated as of July 31, 1997, between
ChoicePoint Inc. and SunTrust Banks, Inc., as Agent, (incorporated by
reference to Exhibit 10.11(c) of the Companys Quarterly Report on
Form 10-Q, for the quarter ended June 30, 1997)10.27
        
        
        
        First Amendment to the Georgia Lease Supplement, dated September
30, 1998, between ChoicePoint Inc. and SunTrust Banks, Inc.
(incorporated by reference to Exhibit 10.17 of the Companys
Annual Report on Form 10-K, for the year ended December 31, 1999)10.28
        
        
        
        Second Amendment to the Georgia Lease Supplement, dated December
30, 1999, between ChoicePoint Inc. and SunTrust Banks, Inc.
(incorporated by reference to Exhibit 10.18 of the Companys
Annual Report on Form 10-K, for the year ended December 31, 1999)10.29
        
        
        
        Operative Guaranty, dated as of July 31, 1997, by ChoicePoint Inc.
as Guarantor (incorporated by reference to Exhibit 10.11(d) of the
Companys Quarterly Report on Form 10-Q, for the quarter ended
June 30, 1997)10.30
        
        
        
        Construction Agency Agreement, dated as of July 31, 1997, between
SunTrust Banks, Inc. and ChoicePoint Inc. (incorporated by
reference to Exhibit 10.11(e) of the Companys Quarterly Report on
Form 10-Q, for the quarter ended June 30, 1997)10.31
        
        
        
        Master Agreement, dated as of August 29, 2001, among ChoicePoint
Inc., as Guarantor, ChoicePoint Inc. and certain subsidiaries of
ChoicePoint Inc. that may hereafter become party hereto, as
Lessees, Atlantic Financial Group, LTD., as Lessor, Certain
Financial Institutions Parties Hereto, as Lenders and SunTrust
Bank, as Agent (incorporated by reference to Exhibit 10.1 of the
Companys Quarterly Report on Form 10-Q, for the quarter ended
September 30, 2001)


16



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##### Table of Contents



10.32
        
        
        
        First Amendment to the Master Agreement, dated as of December 20,
2002, among ChoicePoint Inc., as Lessee and Guarantor, Atlantic
Financial Group, LTD, as Lessor, and SunTrust Bank, as Agent, and
SunTrust Bank, Fleet National Bank, and BNP Paribas, as Lenders.10.33
        
        
        
        Master Lease Agreement, dated as of August 29, 2001, between
Atlantic Financial Group, LTD., as Lessor, and ChoicePoint Inc.
and certain subsidiaries of ChoicePoint Inc., as Lessees.
(incorporated by reference to Exhibit 10.2 of the Companys
Quarterly Report on Form 10-Q, for the quarter ended September 30,
2001)10.34
        
        
        
        Guaranty Agreement from ChoicePoint Inc., dated as of August 29,
2001 (incorporated by reference to Exhibit 10.3 of the Companys
Quarterly Report on Form 10-Q, for the quarter ended September 30,
2001)10.35
        
        
        
        Construction Agency Agreement, dated as of August 29, 2001, among
Atlantic Financial Group, Ltd. and ChoicePoint Inc., as
Construction Agent (incorporated by reference to Exhibit 10.4 of
the Companys Quarterly Report on Form 10-Q, for the quarter ended
September 30, 2001)10.36
        
        
        
        Georgia Lease Supplement and Short Form, dated as of August 29,
2001, between Atlantic Financial Group, Ltd., a Texas Limited
Partnership doing business in Georgia as Atlantic Financial Group,
Ltd. (L.P.)(Texas), as Lessor, and ChoicePoint Inc., a Georgia
corporation, as Lessee.10.37
        
        
        
        Supplement to Georgia Lease Supplement and Short Form, dated as of
August 29, 2001, between Atlantic Financial Group, Ltd., a Texas
limited partnership doing business in Georgia as Atlantic
Financial Group, Ltd. (L.P.) (Texas), as Lessor, and ChoicePoint
Inc., a Georgia corporation, as Lessee.10.38
        
        
        
        Partial Lease Termination Agreement, dated as of August 29, 2001,
by and between SunTrust Banks, Inc., as Lessor, and ChoicePoint
Inc., as Lessee.10.39
        
        
        
        Loan Agreement, dated as of July 2, 2001, among ChoicePoint
Financial Inc., as Borrower, ChoicePoint Inc., as Initial
Servicer, Three Pillars Funding Corporation, as Lender, and
SunTrust Equitable Securities Corporation, as Administrator
(incorporated by reference to Exhibit 10.1 of the Companys
Quarterly Report on Form 10-Q, for the quarter ended June 30,
2001)10.40
        
        
        
        Amendment #1 to Loan Agreement, dated July 1, 2002 among
ChoicePoint Financial Inc., as Borrower, ChoicePoint Inc., as
Servicer, Three Pillars Funding Corporation, as Lender, and
SunTrust Capital Markets, Inc., as Administrator.10.41
        
        
        
        Amendment #2 to Loan Agreement, dated December 31, 2002 among
ChoicePoint Financial Inc., as Borrower, ChoicePoint Inc., as
Servicer, Three Pillars Funding Corporation, as Lender, and
SunTrust Capital Markets, Inc., as Administrator.10.42
        
        
        
        Receivables Sale and Contribution Agreement, dated as of July 2,
2001, among ChoicePoint Services Inc., PRC Corporation,
ChoicePoint Business and Government Services Inc., ChoicePoint
Direct Inc., Statewide Data Services, Inc., I.R.S.C., Inc.,
ChoicePoint Public Records Inc., Patlex Corporation, National
Safety Alliance, Incorporation, BTi Employee Screening Services,
Inc. and each other subsidiary of ChoicePoint Inc. that hereafter
becomes a party hereto, as Originators, and ChoicePoint Capital
Inc., as Buyer (incorporated by reference to Exhibit 10.2 of the
Companys Quarterly Report on Form 10-Q, for the quarter ended
June 30, 2001)10.43
        
        
        
        Receivables Sale Agreement, dated as of July 2, 2001, among ChoicePoint Capital Inc., as Seller, and ChoicePoint
Financial Inc., as Purchaser (incorporated by reference to Exhibit 10.3 of the Companys Quarterly Report on Form 10-Q,
for the quarter ended June 30, 2001)10.44
        
        
        
        Loan Agreement, dated as of August 29, 2001, among Atlantic Financial Group, Ltd., as Lessor and Borrower, the financial
institutions party hereto, as Lenders, and SunTrust Bank, as Agent (incorporated by reference to Exhibit 10.5 of the
Companys Quarterly Report on Form 10-Q, for the quarter ended September 30, 2001)10.45
        
        
        
        Sublease Agreement, dated as of July 31, 1997, between Equifax Inc. and Equifax Services Inc. (for certain property and
building located at 1525 Windward Concourse, Alpharetta, Georgia [J.V. White Technology Center]) (incorporated by
reference to Exhibit 10.13 of the Companys Quarterly Report on Form 10-Q, for the quarter ended June 30, 1997)13
        
        
        
        The inside front cover and pages 17  48 of the Companys 2002 Annual Report To Shareholders.21
        
        
        
        Subsidiaries of the Company.23.1
        
        
        
        Consent of Deloitte & Touche LLP, Independent Auditors.23.2
        
        
        
        Note Regarding Arthur Andersen LLP.99.1
        
        
        
        Independent Auditors Report on Financial Statement Schedule  Deloitte & Touche LLP.99.2
        
        
        
        Report of Independent Public Accountants on Financial Statement Schedule  Arthur Andersen LLP.99.3
        
        
        
        Certification of Derek V. Smith, Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.99.4
        
        
        
        Certification of Steven W. Surbaugh, Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.


17



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##### Table of Contents



Copies of the Companys Form 10-K that are furnished pursuant to the
written request of the Companys shareholders do not include the exhibits
listed above. Any shareholder desiring copies of one or more of such exhibits
should write to the Companys Office of Corporate Secretary, specifying the
exhibit or exhibits requested.

(b) Reports on Form 8-K

A report on Form 8-K, filed December 2, 2002, announced the Companys
acquisition of Vital Chek Network, Inc. and Vital Chek Network of Canada, Inc.
pursuant to a Stock Purchase Agreement by and among ChoicePoint Inc.,
ChoicePoint Services Inc., Vital Chek Network, Inc., Vital Chek Network of
Canada, Inc. and the stockholders listed therein.

18



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##### Table of Contents






SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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, in the City of
Alpharetta, State of Georgia, on March 26, 2003.

CHOICEPOINT INC.By:
        
        /s/ Derek V. SmithDerek V. SmithChairman and Chief Executive Officer


Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.

Signature
        
        Title
        
        Date/s/ Derek V. SmithDerek V. Smith
        
        Chairman and Chief
Executive Officer and Director
        
        March 26, 2003/s/ Steven W. SurbaughSteven W. Surbaugh
        
        Chief Financial Officer
        
        March 26, 2003/s/ Thomas M. CoughlinThomas M. Coughlin
        
        Director
        
        March 25, 2003/s/ Douglas C. CurlingDouglas C. Curling
        
        President,
Chief Operating Officer and Director
        
        March 26, 2003/s/ James M. DennyJames M. Denny
        
        Director
        
        March 25, 2003/s/ Dr. John J. HamreDr. John J. Hamre
        
        Director
        
        March 26, 2003/s/ Bonnie G. HillBonnie G. Hill
        
        Director
        
        March 24, 2003/s/ Kenneth G.
LangoneKenneth G. Langone
        
        Director
        
        March 27, 2003/s/ Bernard
MarcusBernard Marcus
        
        Director
        
        March 27, 2003/s/ Terrence MurrayTerrence Murray
        
        Director
        
        March 25, 2003/s/ Charles I. StoryCharles I. Story
        
        Director
        
        March 24, 2003


19



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##### Table of Contents






CERTIFICATION

I, Derek V. Smith, certify that:



|1. |  | I have reviewed this annual report on Form 10-K of ChoicePoint Inc.;
|-- |  | --------------------------------------------------------------------



|2. |  | Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this annual report;
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|3. |  | Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of
the registrant as of, and for, the periods presented in this annual
report;
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|4. |  | The registrants other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
have:
|-- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | a) |  | designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this annual report is
being prepared;
| | -- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | b) |  | evaluated the effectiveness of the registrants disclosure controls
and procedures as of a date within 90 days prior to the filing date of
this annual report (the Evaluation Date); and
| | -- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | c) |  | presented in this annual report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;
| | -- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------



|5. |  | The registrants other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrants auditors and the audit
committee of registrants board of directors (or persons performing the
equivalent functions):
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | a) |  | all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrants ability to
record, process, summarize and report financial data and have
identified for the registrants auditors any material weaknesses in
internal controls; and
| | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | b) |  | any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrants
internal controls; and
| | -- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------



|6. |  | The registrants other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls
or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any
corrective actions with regard to significant deficiencies and material
weaknesses.
|-- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

March 26, 2003

/s/ Derek V. SmithDerek V. SmithChairman and Chief Executive Officer


20



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##### Table of Contents



CERTIFICATION

I, Steven W. Surbaugh, certify that:



|1. |  | I have reviewed this annual report on Form 10-K of ChoicePoint Inc.;
|-- |  | --------------------------------------------------------------------



|2. |  | Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|3. |  | Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|4. |  | The registrants other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
|-- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | a) |  | designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities,
particularly during the period in which this annual report is being
prepared;
| | -- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | b) |  | evaluated the effectiveness of the registrants disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
annual report (the Evaluation Date); and
| | -- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | c) |  | presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
| | -- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------



|5. |  | The registrants other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrants auditors and the audit
committee of registrants board of directors (or persons performing the
equivalent functions):
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | a) |  | all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrants ability to record,
process, summarize and report financial data and have identified for the
registrants auditors any material weaknesses in internal controls; and
| | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | b) |  | any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrants internal controls;
and
| | -- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------



|6. |  | The registrants other certifying officers and I have indicated in this
annual report whether there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
|-- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

March 26, 2003

/s/ Steven W. SurbaughSteven W. SurbaughChief Financial Officer


21



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##### Table of Contents



SCHEDULE II  VALUATION AND QUALIFYING ACCOUNTS
For the Years Ended December 31, 2002, 2001 and 2000

Balance at
        
        Charged to Costs
        
        Charged
        
        
        
        Balance at EndBeginning of
        
        &
        
        to Other
        
        
        
        ofDescription
        
        Period
        
        Expenses
        
        Accounts
        
        Deductions
        
        Period(In thousands)Year ended December 31, 2002Allowance for Doubtful Accounts
        
        $
        4,634
        
        
        $
        3,880
        
        
        $
        385
        (1)
        
        $
        (3,921
        )
        
        $
        4,978Merger & Exit Cost Reserves
        
        
        7,131
        
        
        
        1,953
        
        
        
        2,997
        (1)
        
        
        (7,264
        )
        
        
        4,817Year ended December 31, 2001Allowance for Doubtful Accounts
        
        
        5,787
        
        
        
        3,246
        
        
        
        507
        (1)
        
        
        (4,906
        )
        
        
        4,634Merger & Exit Cost Reserves
        
        
        4,270
        
        
        
        5,316
        
        
        
        9,363
        (1)
        
        
        (11,818
        )
        
        
        7,131Year ended December 31, 2000Allowance for Doubtful Accounts
        
        
        4,670
        
        
        
        2,835
        
        
        
        492
        (1)
        
        
        (2,210
        )
        
        
        5,787Merger & Exit Cost Reserves
        
        
        4,556
        
        
        
        11,263
        
        
        
        1,224
        (1)
        
        
        (12,773
        )
        
        
        4,270




---

|(1) |  | Represents allowances established in connection with acquisitions.
|--- |  | ------------------------------------------------------------------

22