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SECURITIES AND EXCHANGE
    COMMISSION
 Washington, D.C.
    20549
 Form 10-K
 (Mark One)þ

ANNUAL REPORT PURSUANT TO
    SECTION 13 OR 15(d)  OF THE SECURITIES EXCHANGE ACT OF
    1934For the fiscal year ended December 31, 2007o

TRANSITION REPORT PURSUANT TO
    SECTION 13 OR 15 (d)  OF THE SECURITIES EXCHANGE ACT OF
    1934For the transition period
    from          to   Commission file number: 
    0-21213
 LCC International,
    Inc.
 (Exact Name of Registrant as
    Specified in Its Charter)
  Delaware(State or Other Jurisdiction
    of
    Incorporation or Organization)

54-1807038(I.R.S. Employer
    Identification No.)7900 Westpark Drive
    McLean, VA(Address of Principal
    Executive Offices)

22102(Zip Code)   Registrants telephone number, including area code:
 (703) 873-2000
  Securities registered pursuant to Section 12(b) of the
    Act:
 Class A Common Stock, par value $.01 per share
  Securities registered pursuant to Section 12(g) of the
    Act:
 None
  o þ
  o þ
  þ o
  Regulation S-K Form 10-K Form 10-K. o
  Rule 12b-2
  Large accelerated
    filer o

Accelerated
    filer þ

Non-accelerated
    filer o

Smaller reporting
    company o(Do not check if a smaller reporting company)   Rule 12b-2 o þ
      DOCUMENTS INCORPORATED BY REFERENCE




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TABLE OF
    CONTENTS
  PART IItem 1.


Business


3Item 1A.


Risk Factors


13Item 1B.


Unresolved Staff Comments


21Item 2.


Properties


21Item 3.


Legal Proceedings


22Item 4.


Submission of Matters to a Vote of Security Holders


22PART IIItem 5.


Market for the Registrants Common Equity, Related
    Stockholder Matters and Issuer Purchases of Equity Securities


22Item 6.


Selected Financial Data


25Item 7.


Managements Discussion and Analysis of Financial Condition
    and Results of Operations


26Item 7A.


Quantitative and Qualitative Disclosures About Market Risk


44Item 8.


Financial Statements and Supplementary Data


46Item 9.


Changes In and Disagreements with Accountants on Accounting and
    Financial Disclosure


90Item 9A.


Controls and Procedures


90Item 9B.


Other Information


95PART IIIItem 10.


Directors, Executive Officers and Corporate Governance


96Item 11.


Executive Compensation


96Item 12.


Security Ownership of Certain Beneficial Owners and Management


96Item 13.


Certain Relationships and Related Transactions, and Director
    Independence


96Item 14.


Principal Accountant Fees and Services


96PART IVItem 15.


Exhibits and Financial Statement Schedules


96Signatures


97  2




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This Annual Report on
    Form 10-K
    contains certain forward-looking statements within the meaning
    of Section 27A of the Securities Act of 1933 and
    Section 21E of the Securities Exchange Act of 1934. We
    intend our forward-looking statements to be covered by the safe
    harbor provisions for forward-looking statements in these
    sections. These statements can be identified by the use of
    forward looking terminology, such as may,
    will, expect, anticipate,
    estimate, or continue or the negative
    thereof or other variations thereon or comparable terminology.
    Our actual results could differ materially from those
    anticipated in these forward-looking statements as a result of
    certain factors, including those set forth elsewhere in this
    Form 10-K.
    See Item 1A Risk Factors for cautionary
    statements identifying important factors with respect to such
    forward-looking statements, including certain risks and
    uncertainties that could cause actual results to differ
    materially from results referred to in forward-looking
    statements.
 PART I  Item 1.
    Business  Overview
  Form 10-K
      Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations, Business Combinations, Discontinued Operations,
  Industry
    Background
  Wireless
    Telecommunications Networks
   3




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Growth
    and Evolution of the Wireless Telecommunications
    Industry
    e-mail,
    Key
    Drivers of Change in Our Business
    
    The issuance of new or additional licenses to wireless
    service providers.  In September 2006, the Federal
    Communications Commission (FCC) auctioned spectrum
    in the Advanced Wireless Services (AWS) band. The
    winning bidders included existing wireless carriers, as well as
    new entrants such as cable companies. A similar auction is
    taking place in 2008 as the FCC auctions licenses in 700 mhz
    band. Auctions 4




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in Canada are also expected in 2008. After receiving new or
    additional licenses necessary to build out their wireless
    systems, wireless service providers must make decisions about
    what type of technology and equipment will be used, where it
    will be located and how it will be configured. In addition, the
    incumbent users of the AWS spectrum must be relocated to clear
    the frequencies for use by the auction winners. The spectrum
    relocation process requires coordination, negotiation, and
    engineering for both the incumbents and the new license holders.
    The network build out requires preparation of detailed site
    location designs and radio frequency engineers must review
    interference to or from co-located antennae.  
    The introduction of new services or
    technologies.  Although wireless service providers
    traditionally have relied upon their internal engineering
    workforces to address a significant portion of their wireless
    network needs, the rapid introduction of new services or
    technologies in the wireless market and the need to reduce
    operating costs in many cases has resulted in wireless service
    providers and equipment vendors focusing on their core
    competencies and, as a result, outsourcing an increasing portion
    of their network services. Several wireless service providers
    have upgraded or have begun upgrading their networks to reduce
    the rate at which customers deactivate their wireless services
    and to accommodate new services including multimedia messaging,
    which allows wireless users to send and receive messages with a
    combination of media elements such as text, image, sound and
    video. The introduction of new services and technologies such as
    wireless broadband and broadcast has resulted in opportunities
    for new classes of wireless service providers to enter the
    market with a quadruple play offering of voice, internet, video,
    and mobility. Wireless broadband technologies are considered
    both complimentary and competitive to fixed service providers
    such as DSL, cable, and satellite operators. Proprietary and
    standard mobile TV broadcast technologies are currently being
    implemented by new entrants to the wireless service provider
    community. These new services are driving wireless carriers to
    focus on the quality of the experience (QoE) as
    perceived by the user. To monitor and optimize the quality
    experienced by the user, the wireless service providers require
    new tools and processes to test many different devices as well
    as applications and content.
    The increases in the number of wireless subscribers, the
    increase in usage by those subscribers, and the scarcity of
    wireless spectrum.  The increases in the number of
    subscribers served by wireless service providers, the increase
    in usage by those subscribers, and the scarcity of wireless
    spectrum require wireless service providers to expand and
    optimize system coverage and capacity to maintain network
    quality. The wireless system also must be continually updated
    and optimized to address changes in traffic patterns and
    interference from neighboring or competing networks or other
    radio sources.
    The increasing complexity of wireless
    systems.  As new technologies are developed,
    wireless service providers must determine whether to upgrade
    their existing networks or deploy new networks utilizing the
    latest available technologies in order to maintain their market
    share. For example, overlaying next generation technologies such
    as 3G and 4G with an existing network or deploying a new network
    requires wireless service providers to reengage in the strategic
    planning, design, deployment, expansion, and operations and
    maintenance phases of a new cycle in the life of an existing or
    new network. The consolidation of networks also drives a need
    for resources to plan, optimize and implement change in existing
    networks.  The
    Need for Outsourcing
    
    have expertise with all major wireless technologies;
    offer turnkey solutions through in-country presence in the
    markets to be served;
    offer speed to market and cost effective network implementation;
    have experience working with all major equipment
    vendors; and 5




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
    have sufficient numbers of highly skilled employees capable of
    handling large-scale domestic and international projects.  The LCC
    Solution
    
    Expertise and experience with all major wireless
    technologies, system protocols and equipment
    vendors.  We have experience working with all
    major wireless access technologies, including second generation,
    or 2G, 2.5G, 3G and 4G digital system protocols and their
    respective migration paths, including: (i) Global System
    for Mobile Communications (GSM) and its evolution
    path including Universal Mobile Telecommunications System
    (UMTS) and High Speed Packet Access
    (HSPA); (ii) Time Division Multiple Access
    (TDMA); (iii) Code Division Multiple
    Access (CDMA) and its evolution path including
    Single Carrier Radio Transmission Technology (1xRTT)
    and 1x Evolution-Data Optimized (1xEV-DO Rev 0 and Rev
    A); (iv) Integrated Dispatch Enhanced Network
    (iDEN); (v) broadbands Local Multipoint
    Distribution System (LMDS), Multichannel Multipoint
    Distribution Service (MMDS), 802.11x
    (Wi-Fi) and 802.16 (WiMAX) technologies;
    (vi) Europes equivalent to iDEN referred to as Tetra;
    (vii) Satellite Digital Audio Radio Service
    (S-DARS); (viii) Digital Video Broadcasting for
    mobile TV (DVB-H and MediaFLO); and (ix) core
    network technologies. We are actively engaged in supporting the
    development of new and emerging technologies and standards in
    the wireless telecommunications industry through participation
    in industry panels and industry association forums and through
    independent research. We have worked with the equipment made by
    all major equipment manufacturers. Our Wireless Institute, which
    provides training and research services, is an integral part of
    our technical development activities.
    Ability to deliver turnkey solutions.  Our
    ability to provide a broad combination of services which may
    include several or all of the services such as design,
    consulting and operations and maintenance services for wireless
    networks, which we refer to as end-to-end network engineering
    services, enables our wireless customers to engage us as a
    single responsible party accountable for designing, optimizing
    and managing their wireless networks under a single contract. In
    2007, LCC acquired the engineering assets of WFI in the United
    States and Europe. Through these acquisitions, LCC increased its
    ability to provide services across all regions in RF
    Engineering, Broadband Wireless Engineering, Fixed Network and
    Backhaul, Spectrum Management and Land Mobile Radio. We
    coordinate our use of resources for each phase of the project
    from planning to design, benchmarking and optimization to
    operations and maintenance of the wireless network, enabling us
    to reduce the time and cost of our services. In order to
    supplement such services, we have established a presence in
    numerous countries, including Algeria, Belgium, Germany, Greece,
    Italy, Luxembourg, the Netherlands, Pakistan, Spain, Saudi
    Arabia, United Arab Emirates, Turkey, Sweden, Egypt, and the
    United Kingdom. We provide our customers with a primary point of
    accountability and reduce the inefficiencies associated with
    coordinating multiple subcontractors to enable projects to be
    transitioned from discipline to discipline in an efficient
    manner.
    Speed to market.  Our expertise, global
    presence and processes enable us to respond quickly to support
    our customers objectives. Members of our technical and
    design teams often work together with the customer at the
    initial stage of a project in order to plan an effective and
    efficient solution for the customers needs.
    Worldwide depth of resources.  Our
    professionals collectively have experience designing and
    deploying networks in the major markets in the United States, as
    well as many countries throughout the world. As of
    December 31, 2007, approximately 68.1% of our billable
    employees were employed outside the United States. During the
    past 25 years, our professionals have designed wireless
    networks employing all major technologies in North America,
    Europe, Asia, Latin America, the Middle East and Africa. Our
    professional staff is highly educated with many of our
    engineering professionals holding masters degrees or doctorates. 6




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LCC
    Services
    Technical
    Consulting Services
    Design
    and Optimization Services
  Radio frequency and fixed network
    engineering.
      Competitive benchmarking.
 7




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Deployment
    Services
    Program management.
  Site acquisition and development.
  Architecture and engineering.
  Construction and procurement management.
    Operations
    and Maintenance Services
    Geographic
    Organization
        Business
    Strategy
   8




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
    Benefit from adjacent market opportunities by leveraging our
    current knowledge and customer base.  We are
    actively pursuing a strategy to leverage our knowledge base and
    customer relationships towards expanding our offerings into
    adjacent markets through new products and services. For example,
    our Research and Innovation Services team, coupled with our
    worldwide practical field experience, finds opportunities to
    create and apply innovative methods to dimension, design,
    optimize and monitor wireless telecommunications networks around
    the world. This results in our ability to leverage unique and
    patented processes, combined with intellectual capital created
    by our internal technical and innovative culture, to provide
    services built around specific software tools based on market
    demand. As a result, we launched
    TotalViewtm
    as our software based tools and services delivery platform.
    Through
    TotalViewtm,
    we can offer performance and optimization services from the
    network towards the end-user and the end-user towards the
    network that combines traditional Quality of Service (QoS)
    measurements with Mobile Content and Quality of Experience (QoE)
    measurements to create a unique and valued end-to-end or
    total view solutions for our customers. Our
    TotalViewtm
    strategy includes services and tools created within our Research
    and Innovation Services area, but also includes software based
    tools developed by key external partners. Consistent with our
    history as a leader in facilitating the development and adoption
    of new wireless technologies, we have been active in the
    research, development and testing of fixed and mobile broadband
    3G and 4G networks through consulting engagements with leading
    broadband carriers and equipment providers. The insight gained
    led to the creation of recent offerings that target wireless
    operators challenged by high-bandwidth and high-capacity service
    delivery based on EVDO, HSDPA and WiMAX technologies, as well as
    transport technologies such as CWDM, DWDM, SDH and ATM. Our
    recent offerings include core and transport technologies for
    wireline operators as well. We intend to expand our integrated
    offerings to create hosted and managed services where a customer
    may access QoS or QoE information that resides within our
    servers or centralized service delivery center. This unique
    service delivery strategy leverages natural synergies with our
    engineering businesses and provides a cost effective and faster
    means to reach new customers and markets. We believe these and
    other industry trends provide new opportunities to expand our
    portfolio beyond our current service offerings into areas that
    offer attractive recurring revenues as well as open the door to
    new sets of clients such as mobile content, media providers,
    tier 2 carriers and operators within emerging markets. We
    intend to pursue organic growth into adjacent markets as well as
    take advantage of opportunities that may arise to acquire or
    partner with high quality companies that can enhance our
    capabilities.
    Provide end-to-end services.  We provide
    integrated end-to-end solutions ranging from high level
    technical consulting, to system design and deployment, to
    ongoing operations and maintenance services. Our ability to
    provide end-to-end, or turnkey, services enables our wireless
    customers to engage a single, responsible party who is
    accountable for delivering and managing projects under a single
    contract. Accordingly, we leverage initial consulting
    opportunities to secure later-stage system design, optimization
    and deployment contracts. Engagements to provide design,
    optimization and deployment services help us secure ongoing
    operations and maintenance projects, which is an emerging market
    segment. We intend to pursue these engagements, and will
    continue to focus our business on radio frequency engineering
    services and operations and maintenance contracts. Providing
    ongoing operations and maintenance services positions us well
    for additional opportunities as wireless service providers must
    either upgrade their existing networks or deploy new networks to
    benefit from the latest available technologies. Many clients
    initially engage us to perform specific services, such as
    engineering services. Once we secure a client relationship, we
    work to expand our relationship to provide additional services
    offered by the company. We do this by understanding the
    clients needs and leveraging our reputation and
    demonstrated performance on client engagements. We typically
    self-perform network design, site acquisition and zoning
    services and hire subcontractors to perform civil engineering
    and construction services under our direct management.
    Self-performed work generally carries higher profit margins than
    subcontracted work. As described earlier, based on our
    assessment of the U.S. deployment market, we exited the
    U.S. Network Deployment business in 2006. While we have
    decided that the U.S. deployment market is not attractive
    for us, we intend to continue pursuing deployment projects in
    markets that provide compelling opportunities.
    Increase our presence in new geographic areas to capture
    additional growth opportunities.  In order to
    realize the full benefit of wireless services worldwide, we
    target areas with strong potential growth by 9




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creating a localized presence. We pursue this effort through
    establishing a local presence, pursuing strategic acquisitions
    or entering into partnerships to reach new markets. We currently
    have a localized presence in Algeria, Austria, Belgium, Egypt,
    France, Germany, Greece, Italy, Luxembourg, the Netherlands,
    Pakistan, Romania, Saudi Arabia, Spain, turkey, United Arab
    Emirates and the United Kingdom in addition to the United
    States, and are considering expansion into other international
    markets as well as new domestic markets. To increase our local
    presence in emerging areas we have completed strategic
    acquisitions and investments in Europe. For example, in December
    2006 we acquired Detron Belgium, NV, a company engaged in
    providing wireless communications design and deployment services
    in Belgium and Luxemburg. In March 2007, we acquired the equity
    interests of Wireless Facilities, Inc.s EMEA operations
    which expanded our operations into new markets in France, Turkey
    and Scandinavia and further enhanced our presence in the U.K. We
    intend to continue to pursue organic growth in new markets as
    well as take advantage of such opportunities as may occur to
    acquire or partner with high quality companies that accelerate
    our access to, and provide us with a local presence in new
    markets.  
    Attract and retain highly qualified
    personnel.  As a service business, our success
    depends on our ability to attract, train and retain highly
    skilled professionals. As a result, we seek to recruit highly
    skilled personnel, facilitate their professional development and
    create a business atmosphere that encourages their continued
    employment. As of December 31, 2007, we had 1,304 total
    employees, of which 842 were billable employees. As of that
    date, approximately 68.1% of our billable employees were
    employed outside of the United States. In May 2007, we
    significantly increased the number of skilled billable
    professionals in the U.S. as a result of the acquisition of
    the Wireless Facilities, Inc. U.S. radio frequency
    engineering business. Our professional staff is highly educated
    with many of our engineering professionals holding masters
    degrees or doctorates. Recognizing the critical importance of
    retaining highly qualified personnel for our business, we work
    closely with our employees to develop and enhance the technical,
    professional and management skills required to be successful at
    our Company. Our senior management believes it is critically
    important to create and maintain an open culture that encourages
    learning, responsibility and collaboration. For example, Dean J.
    Douglas, our Chief Executive Officer, hosts bi-monthly
    teleconference meetings with all employees to foster an open
    working environment. We also invest in all of our professionals
    by expanding their professional education through our Wireless
    Institute, which provides training for our engineers and our
    customers covering the latest technologies developed and
    deployed throughout the world.  Customers
    and Backlog
  T-Mobile
  work-in-hand
  Sales and
    Marketing
   10




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Marketing
  tm
  Wireless
    Institute
    Research
    and Innovation
      Competition
   11




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
    internal staffs of wireless service providers,
    wireline service providers, and
    independent service companies, which provide a full range of
    wireless network services, and a large number of other companies
    that provide limited wireless services.      Employees
    International
    Operations
          Government
    Regulation
   12




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Additional
    Information
  Form 10-K, Form 10-K, Form 10-Q, Form 8-K
  Item 1A.
    Risk
    Factors  Risk
    Factors
  In any
    given year, we derive a significant portion of our revenues from
    a limited number of large projects, and, if we are unable to
    replace these large projects upon completion, we could have a
    significant decrease in our revenues which would negatively
    impact our ability to generate income.
    We
    generate a substantial portion of our revenues from a limited
    number of customers, and if our relationships with these
    customers were harmed our business would suffer.
    Recent
    and continuing consolidations among wireless service providers
    may result in a significant reduction in our existing and
    potential customer base, and, if we are unable to maintain our
    existing relationships with such providers or expand such
    relationships, we could have a significant decrease in our
    revenues, which would negatively impact our ability to generate
    income as well as result in lower profitability or possible
    losses.
   13




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We may
    experience significant fluctuations in our quarterly results as
    a result of uncertainties relating to our ability to generate
    additional revenues, manage our expenditures and other factors,
    certain of which are outside of our control.
    
    the timing of receipt of new licenses, use of existing spectrum
    for new services, or financing by potential customers;
    service and price competition;
    the commencement, progress, completion or termination of
    contracts during any particular quarter;
    the availability of equipment to deploy new technologies such as
    broadband;
    the growth rate of wireless subscribers, which has a direct
    impact on the rate at which new cell sites are developed and
    built; and
    telecommunications market conditions and economic conditions
    generally.    Our
    contracts typically contain provisions giving customers the
    ability to terminate their contracts under various circumstances
    and we may not be able to replace the revenues from such
    projects which may have an adverse effect on our operating
    results due to our decreased revenues.
    Our
    Amended and Restated Credit Agreement contains certain financial
    tests and requires certain mandatory prepayments, the
    achievement of which is dependent to a significant extent on the
    performance of our business as well as achieving certain
    benefits from our recent acquisition of the U.S. engineering
    business of Wireless Facilities, Inc.
   14




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Our
    existing debt obligations may constrain our ability to
    grow.
    If the
    borrowing base under our credit facility decreases our business
    may be adversely impacted.
    We may
    not receive the full amount of our backlog, which could harm our
    business.
  work-in-hand
  
    the price of the work to be done is fixed;
    the scope of the work to be done is fixed, both in definition
    and amount (for example, the number of sites has been
    determined); and
    there is a written contract, purchase order, agreement or other
    documentary evidence which represents a firm commitment by the
    client to pay us for the work to be performed.      A
    large percentage of our revenues come from fixed price
    contracts, which require us to bear the risk of cost
    overruns.
   15




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To the
    extent we recognize revenues on fixed price contracts using the
    percentage-of-completion method of accounting, increases in
    estimated project costs could cause fluctuations in our
    quarterly results and adversely affect our operating
    results.
    If
    more of our customers require fixed price contracts with fewer
    milestones than in previous years, we may not have sufficient
    access to working capital to fund the operating expenses
    incurred in connection with such contracts, and we may not be
    able to perform under our existing contracts or accept new
    contracts with similar terms.
    The
    extent of our dependence on international operations may give
    rise to increased management challenges and could harm our
    results of operations.
    
    the effects of terrorism;
    the general economic and political conditions in each country;
    the effect of applicable foreign tax structures, including tax
    rates that may be higher than tax rates in the United States;
    tariff and trade regulations;
    management of a geographically diverse organization;
    difficulties and increased expenses in complying with a variety
    of foreign laws and regulations, including labor, employment and
    immigration laws;
    changes in the applicable industry regulatory environments in
    foreign countries, including delays in deregulation or
    privatization affecting the pace at which wireless licenses are
    awarded; and
    the inability to benefit from tax losses incurred in different
    foreign jurisdictions.   16




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non-U.S. regulatory
  Providing
    services outside the United States carries the additional risk
    of currency fluctuations and foreign exchange controls imposed
    by certain countries since many of our
    non-U.S.
    projects are undertaken in local currency.
      Our
    development stage customers may face difficulties in obtaining
    financing to fund the expansion of their wireless networks,
    which may reduce demand for our services.
    If we
    are unable to collect receivables from telecommunications
    companies and our development stage customers, our operating
    results may be materially harmed.
  and/or
  We
    face intense competition from many competitors that have greater
    resources than we do, which could result in price reductions,
    reduced profitability and loss of market share.
       17




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If we
    fail to manage the size of our billable workforce to anticipate
    increases or decreases in market demand for our services, it
    could harm our competitive position and financial
    results.
    We may
    not be able to successfully achieve the expected benefits of our
    future acquisitions, investments or strategic partnering
    relationships.
    Future
    acquisitions of new companies or technologies and future
    strategic partnering relationships may result in disruption to
    our business and expose us to risks associated with acquisitions
    and such relationships.
    
    diversion of managements attention and resources;
    potential loss of key employees and customers of acquired
    companies;
    difficult and costly integration of operations;
    lack of experience operating in the geographic market or
    industry sector of an acquired business;
    disputes with a strategic partner;
    an increase in our expenses and working capital
    requirements; and
    exposure to unanticipated contingent liabilities.   18




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Our
    ability to reduce our general and administrative expenses is
    limited.
    Competitors
    that offer financing to wireless customers pose a threat to our
    ability to compete for business.
    Our
    inability to anticipate or adapt to changes in technology may
    harm our competitive position, reputation and opportunities for
    revenue growth.
    We may
    not be able to hire or retain a sufficient number of qualified
    engineers and other employees to meet our contractual
    commitments or maintain the quality of our
    services.
   19




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Because
    we have experienced, and expect to continue to experience, long
    sales cycles, we expect to incur significant costs to generate
    new business and our customer base may not experience growth
    commensurate with such costs.
    If
    wireless service providers, network equipment vendors and
    enterprises perform more tasks themselves, our business will
    suffer.
    Government
    regulations may adversely affect our business.
    We may
    be unable to satisfy the accounting guidelines that govern the
    determination of the realizable value of a deferred tax asset in
    a given tax jurisdiction, thus eliminating our ability to
    recognize as an asset the tax benefit of operating losses in the
    same jurisdiction and causing a reduction in our overall
    consolidated profitability.
    If we
    fail to retain our key personnel and attract and retain
    additional qualified personnel, our ability to operate our
    business may be adversely affected.
   20




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Our
    stock price and trading volume are volatile and could decline,
    resulting in a substantial loss on your
    investment.
    
    our operating performance and the performance of other similar
    companies or companies deemed to be similar;
    final resolution of amounts due from the sale of the Network
    Deployment business;
    actual or anticipated differences in our quarterly operating
    results;
    changes in our revenues or earnings estimates or recommendations
    by securities analysts;
    publication of research reports about us or our industry by
    securities analysts;
    additions and departures of key personnel;
    strategic decisions by us or our competitors, such as
    acquisitions, consolidations, divestments, spin-offs, joint
    ventures, strategic investments, or changes in business strategy;
    the passage of legislation or other regulatory developments that
    adversely affect us or our industry;
    failure to file timely all reports required to be filed by the
    U.S Securities and Exchange Commission;
    speculation in the press or investment community;
    changes in accounting principles;
    terrorist acts;
    general market conditions, including economic factors unrelated
    to our performance; and
    political or military events related to international conflicts,
    wars, or otherwise.    Item 1B.
    Unresolved
    Staff Comments    Item 2.
    Properties    13-year
 21




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and/or
    Item 3.
    Legal
    Proceedings    Item 4.
    Submission
    of Matters to a Vote of Security Holders    Proposal
    1 
    Election of Directors
  Term





Votes


BrokerElected Director

Expires


Votes For


Withheld


Non-VotesJulie A. Dobson


2008



22,605,373



416,725



Dean Douglas


2008



22,984,681



37,417



Melvin J. Keating


2008



22,851,753



170,345



Richard Lombardi


2008



22,605,373



416,725



Susan Ness


2008



22,605,373



416,725



Rajendra Singh


2008



22,984,680



37,417



Mark A. Slaven


2008



22,984,868



37,230



  PART II  Item 5.
    Market
    for Registrants Common Equity, Related Stockholder Matters
    and Issuer Purchases of Equity Securities  Shareholders Equity
  Quarter Ended:

2007March 31

$
3.68 to $5.07June 30

$
3.41 to $4.62September 30

$
3.18 to $4.85December 31

$
1.75 to $3.49   22




---



##### 



Quarter Ended:

2006March 31

$
2.40 to $3.65June 30

$
3.10 to $4.15September 30

$
3.15 to $3.77December 31

$
3.44 to $4.05     Equity
    Compensation Plan Information
    Number of securities


Weighted average


Number of securities remainingto be issued upon


exercise price of


available for future issuance underexercise of


outstanding


equity compensation plansoutstanding options,


options, warrants


(excluding securities reflected inwarrants and rights


and rights


column (a))(a)


(b)


(c)Equity compensation plans approved by securities holders:Amended and Restated Equity Incentive Plan(1)(2)


3,387,145


$
2.81



436,809Directors Stock Option Plan (Class A Common Stock)


112,400



6.63



Equity compensation plans not approved by securities
    holders(3)


500,000



2.49



Total


3,999,545


$
2.88



436,809     (1)
    
    We have outstanding 840,025
    unvested restricted stock units granted under the Amended and
    Restated Equity Incentive Plan not included in the above table.(2)
    
    For a description of our Equity
    Incentive Plan, see Note 14. Equity Incentive Plans,
    in the consolidated financial statements.(3)
    
    The options to purchase
    500,000 shares of our common stock were granted pursuant to
    the Dean J. Douglas Employment Inducement Plan, which was not
    approved by our stockholders. 23




---



##### 



Stock
    Performance Graph
    COMPARISON
    OF 5 YEAR CUMULATIVE TOTAL RETURN*
    Among LCC International, Inc., The NASDAQ Composite Index,
    A New Peer Group And An Old Peer Group
  
  *
    $100 invested on
    12/31/02 in
    stock or index-including reinvestment of dividends. 24




---



##### 



Item 6.
    Selected
    Financial Data  Managements Discussion and Analysis
    of Financial Condition and Results of Operations Form 10-K.
  2007


2006


2005


2004


2003(In thousands, except per share data)Revenues

$
145,723


$
129,953


$
145,642


$
118,666


$
82,876Cost of revenues (exclusive of depreciation shown separately
    below)


120,071



97,194



114,214



92,619



65,424Gross profit


25,652



32,759



31,428



26,047



17,452Operating expenses:Sales and marketing


15,086



7,910



8,131



7,897



6,612General and administrative


24,215



26,699



27,893



26,896



17,534Restructuring charge (recovery)


1,107



108



404



(1,137
)


(2
)Depreciation and amortization


4,224



2,378



2,793



2,573



3,761Total operating expenses


44,632



37,095



39,221



36,229



27,905Operating loss


(18,980
)


(4,336
)


(7,793
)


(10,182
)


(10,453
)Other income (expense)Interest income (expense), net


(3,507
)


(730
)


(201
)


(100
)


309Other


(4,811
)


1,763



(883
)


1,533



1,234Total other income (expense)


(8,318
)


1,033



(1,084
)


1,433



1,543Loss from continuing operations before income taxes


(27,298
)


(3,303
)


(8,877
)


(8,749
)


(8,910
)Provision (benefit) for income taxes


1,387



1,576



2,717



4,957



(2,022
)Loss from continuing operations


(28,685
)


(4,879
)


(11,594
)


(13,706
)


(6,888
)Income (loss) from discontinued operations


(2,070
)


(3,151
)


(933
)


7,395



365Net loss


(30,755
)


(8,030
)


(12,527
)


(6,311
)


(6,523
)Preferred stock dividend


12















Net loss applicable to common stock

$
(30,767
)

$
(8,030
)

$
(12,527
)

$
(6,311
)

$
(6,523
)Net income (loss) per share:Continuing operationsBasic and diluted

$
(0.97
)

$
(0.20
)

$
(0.47
)

$
(0.56
)

$
(0.32
)Discontinued operationsBasic and diluted

$
(0.07
)

$
(0.13
)

$
(0.04
)

$
0.30


$
0.01Net loss per shareBasic and diluted

$
(1.04
)

$
(0.33
)

$
(0.51
)

$
(0.26
)

$
(0.31
)Weighted average shares:Basic and diluted


29,657



24,893



24,524



24,381



21,292Consolidated Balance Sheet Data (at year-end):Cash, cash equivalents and restricted cash

$
9,850


$
7,328


$
15,337


$
23,092


$
31,031Working capital


22,026



33,490



37,770



49,658



54,980Goodwill and intangibles, net


59,955



14,282



11,326



12,848



11,958Total assets


151,450



98,423



118,953



120,807



118,591Total debt


54,339



4,226



2,975



147



1,840Shareholders equity


44,687



52,096



53,751



67,705



69,768  25




---



##### 



Item 7.  Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations
  Form 10-K.
  Overview
      Americas:
  EMEA:
  Nonreportable segments:
           26




---



##### 



work-in-hand
      RECENT
    DEVELOPMENTS
  Bank
    Refinancing
    Form 8-K
 27




---



##### 



SEC
    Filing Delinquencies and NASDAQ compliance
  Subsequent Events, Form 10-Q Form 8-K/A Form 8-K Form 10-K
  Trends
    That Have Affected or May Affect Results of Operations and
    Financial Condition
    
    project related revenues derived from a limited set of customers
    in each market where we do business;
    the acceleration or the delay associated with the introduction
    of new technologies and services by our customers;
    the management and the services composition of our fixed price
    contracts;
    spending levels by wireless service providers in the areas of
    network design, deployment and optimization;
    migration of networks to accommodate enhanced data offerings;
    consolidation in the carrier and OEM community;
    increased percentage of revenues derived from our international
    operations; and
    recent auctions of spectrum by governments in the U.S. and
    certain countries in Europe.   28




---



##### 



Results
    of Operations
   29




---



##### 



Revenues,
    Cost of Revenues and Gross Margin
  Years Ended December 31,2007


2006


2005(In Thousands)Revenues:Americas

$
46,974






$
29,959






$
36,478EMEA


98,749







99,944







107,844Nonreportable segments










50







1,320$
145,723






$
129,953






$
145,642(% of revenue)







(% of revenue)







(% of revenue)Cost of revenues:Americas

$
39,471



84.0
%

$
24,629



82.2
%

$
32,042



87.8
%EMEA


80,613



81.6
%


72,684



72.7
%


81,483



75.6
%Nonreportable segments


(13
)






(119
)






689



52.2
%$
120,071



82.4
%

$
97,194



74.8
%

$
114,214



78.4
%Gross margin:Americas

$
7,503



16.0
%

$
5,330



17.8
%

$
4,436



12.2
%EMEA


18,136



18.4
%


27,260



27.3
%


26,361



24.4
%Nonreportable segments


13







169







631



47.8
%$
25,652



17.6
%

$
32,759



25.2
%

$
31,428



21.6
%   Americas
       30




---



##### 



EMEA
        Nonreportable
    Segments
       31




---



##### 



Operating
    Expenses
  Year Ended December 31,2007


2006


2005(In thousands)Sales and marketing:Americas

$
3,774


$
2,832


$
2,228EMEA


8,541



3,748



5,538Nonreportable segments


2,771



1,330



365$
15,086


$
7,910


$
8,131Bad debt expense (recovery):Americas

$
(71
)

$
20


$
223EMEA


182



(41
)


254Nonreportable segments










251111



(21
)


728Other general and administrative:Americas


4,504



3,620



5,274EMEA


9,850



11,085



11,604Nonreportable segments


9,750



12,015



10,28724,104



26,720



27,165Total general and administrative:Americas


4,433



3,640



5,497EMEA


10,032



11,044



11,858Nonreportable segments


9,750



12,015



10,538$
24,215


$
26,699


$
27,893Restructuring charge (recovery):Americas

$



$



$
447EMEA


1,600



31



Nonreportable segments


(493
)


77



(43
)$
1,107


$
108


$
404Depreciation and amortization:Americas

$
1,437


$
430


$
432EMEA


2,508



1,609



2,016Nonreportable segments


279



339



345$
4,224


$
2,378


$
2,793Total Operating Expenses:Americas


9,643



6,902



8,604EMEA


22,681



16,432



19,412Nonreportable segments


12,308



13,761



11,205$
44,632


$
37,095


$
39,221  32




---



##### 



Sales and
    marketing expenses
        Net bad
    debt expense (recovery)
    Other
    general and administrative expenses
        Restructuring
   33




---



##### 



Business Combinations.
  Other
    Income and Expense
  Years Ended December 31,2007


2006


2005(In thousands)Components of other income (expense):Interest income:Americas

$
1


$
1


$
EMEA


49



35



16Nonreportable segments


45



98



98$
95


$
134


$
114Interest expense:Americas

$
(1,705
)

$



$
(1
)EMEA


(117
)


(29
)


(16
)Nonreportable segments


(1,780
)


(835
)


(298
)$
(3,602
)

$
(864
)

$
(315
)Gain (loss) on investments:Americas

$



$



$
EMEA


5







19Nonreportable segments


(42
)






(34
)(37
)






(15
)Foreign currency gains and (losses):Americas


(2
)






EMEA


(3,193
)


176



(154
)Nonreportable segments


648



1,260



(1,552
)(2,547
)


1,436



(1,706
) 34




---



##### 



Years Ended December 31,2007


2006


2005(In thousands)Miscellaneous:Americas


48







1EMEA


(1,358
)


639



(5
)Nonreportable segments


(917
)


(312
)


842(2,227
)


327



838Total other:Americas


46







1EMEA


(4,544
)


815



(140
)Nonreportable segments


(313
)


948



(744
)$
(4,811
)

$
1,763


$
(883
)Total other income and expense:Americas

$
(1,658
)

$
1


$
EMEA


(4,612
)


821



(140
)Nonreportable segments


(2,048
)


211



(944
)$
(8,318
)

$
1,033


$
(1,084
)   Interest
    income
    Interest
    Expense
    Sources and Uses of Cash
    Foreign
    currency gains and losses
    Miscellaneous
   35




---



##### 



Income
    (Loss) Before Taxes
  Years Ended December 31,2007


2006


2005(In thousands)Segment Income (Loss) Before TaxesAmericas

$
(3,798
)

$
(1,571
)

$
(4,168
)EMEA


(9,156
)


11,649



6,809Nonreportable segments


(14,344
)


(13,381
)


(11,518
)$
(27,298
)

$
(3,303
)

$
(8,877
)   Tax
    Expense
         36




---



##### 



Net
    Loss
          Liquidity
    and Capital Resources
    Sources
    and Uses of Cash
  Years Ended December 31,2007


2006


2005(In thousands)Net cash used in operating activities

$
(16,878
)

$
(10,063
)

$
(8,079
)Net cash used in investing activities


(26,094
)


(196
)


(2,574
)Net cash provided by financing activities


45,401



1,570



3,533Effect of exchange rates on cash and cash equivalents


756



546



(614
)Net increase (decrease) in cash and cash equivalents

$
3,185


$
(7,751
)

$
(7,734
)        37




---



##### 



non-network
           38




---



##### 



non-U.S. subsidiaries
      Cash
    Requirements
  December 31,2007


2006(in thousands)Cash and cash equivalents

$
9,630


$
6,445Restricted cash


220



883Total cash and short-term investments

$
9,850


$
7,328Borrowing facility and note payable

$
54,339


$
4,226Working capital

$
22,026


$
33,490        39




---



##### 



Form 8-K
          Payment Due by PeriodLess than





More thanContractual Obligations

Total

1 Year

1-3 Years

4-5 Years

5 YearsLines of credit

$
24,586


$
2,561


$
22,025


$



$
Notes payable

$
29,753


$
5,788


$
23,965


$



$
Operating lease obligations

$
22,993


$
4,840


$
8,817


$
3,480


$
5,856Sublease income

$
(2,442
)

$
(228
)

$
(949
)

$
(633
)

$
(633
)     Critical
    Accounting Policies
    
    revenue recognition;
    allowance for doubtful accounts;
    accounting for income taxes; and
    restructuring charge.  Revenue
    Recognition
   40




---



##### 



Allowance
    for Doubtful Accounts
    Accounting
    for Income Taxes
       41




---



##### 



Restructuring
    Charge
          Goodwill
    and Purchased and Other Intangibles
     42




---



##### 



Related
    Party Transactions
  Shareholders Equity
      Subsequent
    Events
  Subsequent Events, Form 10-Q Form 8-K/A
 43




---



##### 



Form 8-K Form 10-K
  Recent
    Accounting Pronouncements
  Business Combinations, Noncontrolling Interests in Consolidated Financial
    Statements,
  The Fair Value Option for Financial Assets and
    Financial Liabilities  Including an Amendment of
    Statement of Financial Accounting Standards No. 115 instrument-by-instrument
  Fair Value Measurements Effective Date of FASB
    Statement No. 157 non-financial
  Item 7A.
    Quantitative
    and Qualitative Disclosures about Market Risk     44




---



##### 



non-U.S. subsidiaries non-U.S. subsidiaries
       45




---



##### 



Item 8.
    Financial
    Statements and Supplementary Data  PageReport of Independent Registered Public Accounting Firm


47Report of Independent Registered Public Accounting Firm


48Consolidated Statements of Operations for the years ended
    December 31, 2007, 2006 and 2005


49Consolidated Balance Sheets as of December 31, 2007 and 2006


50Consolidated Statements of Shareholders Equity and
    Comprehensive Loss for the years ended December 31, 2007,
    2006 and 2005


51Consolidated Statements of Cash Flows for the years ended
    December 31, 2007, 2006, and 2005


52Notes to Consolidated Financial Statements


53  46




---



##### 



REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM           Accounting for Uncertainty
    in Income Taxes
  Internal Control  Integrated
    Framework
      47




---



##### 



REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
               48




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  CONSOLIDATED STATEMENTS OF OPERATIONS
 Years ended December 31, 2007, 2006 and 2005
 (In thousands, except per share data)
  2007


2006


2005REVENUES

$
145,723


$
129,953


$
145,642COST OF REVENUES (exclusive of depreciation shown separately
    below)


120,071



97,194



114,214GROSS PROFIT


25,652



32,759



31,428OPERATING EXPENSES:Sales and marketing


15,086



7,910



8,131General and administrative


24,215



26,699



27,893Restructuring charge (Note 10)


1,107



108



404Depreciation and amortization


4,224



2,378



2,793Total operating expenses


44,632



37,095



39,221OPERATING LOSS


(18,980
)


(4,336
)


(7,793
)OTHER INCOME (EXPENSE):Interest income


95



134



114Interest expense


(3,602
)


(864
)


(315
)Other


(4,811
)


1,763



(883
)Total other income (expense)


(8,318
)


1,033



(1,084
)LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES


(27,298
)


(3,303
)


(8,877
)PROVISION FOR INCOME TAXES (Note 11)


1,387



1,576



2,717LOSS FROM CONTINUING OPERATIONS


(28,685
)


(4,879
)


(11,594
)DISCONTINUED OPERATIONS (Note 5):Income (loss) from discontinued operations (net of applicable
    taxes of zero)


(520
)


(3,529
)


(933
)Gain (loss) on disposal of discontinued operations (net of
    applicable taxes of zero)


(1,550
)


378



INCOME (LOSS) FROM DISCONTINUED OPERATIONS


(2,070
)


(3,151
)


(933
)NET LOSS


(30,755
)


(8,030
)


(12,527
)Preferred stock dividend


12







NET LOSS APPLICABLE TO COMMON STOCK

$
(30,767
)

$
(8,030
)

$
(12,527
)NET LOSS PER SHARE (Note 15):Continuing operationsBasic and diluted

$
(0.97
)

$
(0.20
)

$
(0.47
)Discontinued operationsBasic and diluted

$
(0.07
)

$
(0.13
)

$
(0.04
)Net loss per shareBasic and diluted

$
(1.04
)

$
(0.33
)

$
(0.51
)WEIGHTED AVERAGE SHARES USED IN CALCULATION OF NET LOSS PER
    SHARE:Basic and diluted


29,657



24,893



24,524    49




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  CONSOLIDATED BALANCE SHEETS
 (In thousands, except per share data)
  December 31,2007


2006ASSETS:Current assets:Cash and cash equivalents

$
9,630


$
6,445Restricted cash


220



883Receivables, net of allowance for doubtful accounts of $279 and
    $200 at December 31, 2007 and 2006, respectivelyTrade accounts receivable (Note 6)


43,943



34,755Unbilled receivables (Note 6)


21,979



24,807Due from related parties and affiliates (Note 17)


32



3Due from disposal of business (Note 5)


1,800



7,610Deferred income taxes (Note 11)






118Prepaid expenses and other current assets


4,100



3,798Prepaid tax receivable and prepaid taxes


13



356Assets held for sale


269



587Total current assets


81,986



79,362Property and equipment, net (Note 7)


5,949



2,779Deferred income taxes, net (Note 11)


1,952



1,453Goodwill (Note 8)


44,080



13,989Other intangibles, net


15,875



293Other assets


1,608



547Total Assets

$
151,450


$
98,423LIABILITIES AND SHAREHOLDERS EQUITY:Current liabilities:Lines of credit (Note 9)

$
2,561


$
1,038Note payable (Note 9)


5,788



3,188Accounts payable


14,287



17,224Accrued expenses


19,706



13,867Accrued employee compensation and benefits


7,171



6,545Deferred revenue


1,767



119Income taxes payable (Note 11)


1,921



2,082Accrued restructuring current (Note 10)


261



949Other current liabilities (Note 12)


6,087



597Liabilities held for sale


411



263Total current liabilities


59,960



45,872Lines of credit (Note 9)


22,025



Note payable (Note 9)


23,965



Accrued restructuring non-current (Note 10)


78



87Other liabilities


735



368Total liabilities


106,763



46,327Commitments and contingencies (Note 18)Shareholders equity (Note 13):Preferred stock; $.01 par value:10,000 shares authorized; 5,738 and -0- convertible shares
    issued and outstanding at December 31, 2007 and 2006,
    respectively


57



Class A common stock; $.01 par value:70,000 shares authorized; 26,234 shares issued and
    26,074 shares outstanding and 25,803 shares issued and
    25,644 shares outstanding at December 31, 2007 and
    2006, respectively


262



258Class B common stock; $.01 par value:20,000 shares authorized; -0- shares issued and outstanding






Paid-in capital


133,089



112,762Accumulated deficit


(96,252
)


(63,470
)Subtotal


37,156



49,550Accumulated other comprehensive income  foreign
    currency translation adjustments


8,413



3,428Treasury stock (159 shares)


(882
)


(882
)Total shareholders equity


44,687



52,096Total Liabilities and Shareholders Equity

$
151,450


$
98,423    50




---



##### 





LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  CONSOLIDATED STATEMENTS OF SHAREHOLDERS
    EQUITY AND COMPREHENSIVE LOSS
 Years ended December 31, 2007, 2006 and 2005
 (In thousands)
  AccumulatedOtherPreferred


Common Stock


Paid-in


Comprehensive


Accumulated


Comprehensive


TreasuryStock


Class A


Class B


Capital


Loss


Deficit


Income


Stock


TotalBalances at January 1, 2005

$



$
202


$
44


$
107,773






$
(42,913
)

$
3,481


$
(882
)

$
67,705Exercise/issuance of stock options






3







561



















564Issuance of common stock














113



















113Stock-based compensation














455



















455Net loss

















$
(12,527
)


(12,527
)










(12,527
)Other comprehensive loss  foreign currency
    translation adjustments


















(2,559
)






(2,559
)






(2,559
)Comprehensive loss

















$
(15,086
)














Balances at December 31, 2005






205



44



108,902







(55,440
)


922



(882
)


53,751Exercise/issuance of stock options






3







600



















603Issuance of common stock






5







2,080



















1,931Release of restricted stock






1







(1
)


















Stock-based compensation














1,335



















1,335Conversion of Class B Common Stock






44



(44
)






















Net loss

















$
(8,030
)


(8,030
)










(8,030
)Other comprehensive income  foreign currency
    translation adjustments


















2,506







2,506







2,506Comprehensive loss

















$
(5,524
)














Balances at December 31, 2006






258







112,762







(63,470
)


3,428



(882
)


52,096Recognition of uncertain tax positions






















(854
)










(854
)Exercise/issuance of stock options






2







406



















408Issuance of common stock






51







16,049



















16,100Release of restricted stock






3







(3
)


















Stock-based compensation














2,080



















2,080Exchange of Class A Common Stock for Preferred Stock


57



(51
)






2,070



















2,076Preferred stock dividend














(12
)


















(12
)Exchange of employee shares in lieu of income taxes






(1
)






(263
)


















(264
)Dissolution of dormant subsidiary






















(1,173
)


1,173







Net loss

















$
(30,755
)


(30,755
)










(30,755
)Other comprehensive income  foreign currency
    translation adjustments


















3,812







3,812







3,812Comprehensive loss

















$
(26,943
)














Balances at December 31, 2007

$
57


$
262


$



$
133,089






$
(96,252
)

$
8,413


$
(882
)

$
44,687    51




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  CONSOLIDATED STATEMENTS OF CASH FLOWS
 Years ended December 31, 2007, 2006, and 2005
 (In thousands)
  2007


2006


2005Cash flows from operating activities:Net loss

$
(30,755
)

$
(8,030
)

$
(12,527
)Adjustments to reconcile net loss to net cash used in operating
    activities:Depreciation and amortization


4,139



2,567



2,921Provision (recovery) for doubtful accounts


111



(25
)


744Stock-based
    compensation


2,080



1,335



455Loss from investments in joint ventures, net










15Restructuring charge (reversal)


1,104



108



598Loss (gain) on disposal of businesses


1,550



(378
)


Loss on disposal of fixed assets


37







Changes in operating assets and liabilities:Trade, unbilled, and other receivables


9,659



20,222



(10,506
)Accounts payable and accrued expenses


(7,196
)


(21,820
)


11,195Other current assets and liabilities


1,105



(1,445
)


1,406Other non-current assets and liabilities


1,288



(2,597
)


(2,380
)Net cash used in operating activities


(16,878
)


(10,063
)


(8,079
)Cash flows from investing activities:Decrease (increase) in restricted cash


663



299



(112
)Purchases of property and equipment


(4,762
)


(1,549
)


(2,398
)Proceeds from sale of property and equipment










61Proceeds from sale of businesses


911



985



Business acquisitions and investments, net of cash acquired


(22,906
)


461



(125
)Net cash used in investing activities


(26,094
)


(196
)


(2,574
)Cash flows from financing activities:Proceeds from issuance of common stock, net


15,787







113Proceeds from sale of short-term investments










Proceeds from exercise of options


406



603



564Proceeds from line of credit


38,909



17,823



5,439Payments on line of credit


(9,701
)


(19,894
)


(2,583
)Proceeds from note payable






4,200



Payments on note payable






(1,162
)


Net cash provided by financing activities


45,401



1,570



3,533Effect of exchange rate changes on cash and equivalents


756



546



(614
)Net increase (decrease) in cash and cash equivalents


3,185



(7,751
)


(7,734
)Cash and cash equivalents at beginning of period


6,445



14,196



21,930Cash and cash equivalents at end of period

$
9,630


$
6,445


$
14,196Supplemental disclosures of cash flow information:Cash paid during the year for:Interest

$
2,310


$
653


$
296Income taxes

$
2,538


$
4,288


$
1,900Supplemental disclosures of non-cash investing and financing
    activities:Reduction in due from disposal of business and related note
    payable

$
3,188


$



$
Note payable issued in connection with business acquisition

$
23,965


$



$
Other current liability due in connection with business
    acquisition

$
700


$



$
Preferred shares issued in exchange for liquidated damages
    related to common shares not registered (includes legal costs)

$
2,187


$



$
Class A common stock issued in connection with business
    acquisition

$



$
1,931


$
    52




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS
 Years ended December 31, 2007, 2006 and 2005
  Note 1.
    Description
    of Operations and Basis of Presentation        Discontinued Operations.
  Note 2.
    Summary
    of Significant Accounting Policies  Form 10-K.
  Significant accounting policies are as follows:
  Cash Equivalents and Restricted Cash.
  Concentration of Credit Risk.
 53




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2007


2006(in thousands)Europe

$
14,934


$
10,206Middle East/Africa

$
16,085


$
19,990Asia-Pacific

$
110


$
288   start-up
    Fair Value of Financial Instruments.
  Inventory. first-in,
  Property and Equipment.
    Computer equipment

3 yearsSoftware

3 yearsFurniture and office equipment

3 to 7 yearsLeasehold improvements

Shorter of the term of the lease or estimated useful lifeVehicles

5 years  54




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Impairment of Long-Lived Assets. Accounting
    for Impairment or Disposal of Long-Lived Assets,
  Business Combinations.
    Goodwill and Other Intangible Assets. Goodwill and Other Intangible
    Assets
  Allowance for Doubtful Accounts.
  Revenue Recognition.
  Non-standard
  Income Taxes. Accounting for
    Income Taxes.
 55




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    non-U.S. portions
  Accounting for Uncertainty
    in Income Taxes   An Interpretation of FASB Statement
    No. 109 Income Taxes
  Foreign Currency Translation.
  Foreign Currency
    Translation non-U.S. dollar
    Use of Estimates.
  Share-Based Compensation. Share-Based Payment
 56




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Accounting For Stock Issued to
    Employees.
  Accounting for Stock-Based
    Compensation Accounting for Stock-Based
    Compensation  Transition and Disclosure
     57




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2005Loss from continuing operations as reported

$
(11,594
)Deduct total stock-based employee compensation expense
    determined under fair value based method


(1,292
)Pro forma net loss from continuing operations

$
(12,886
)(Loss) income from discontinued operations as reported

$
(933
)Deduct total stock-based employee compensation expense
    determined under fair value based method


(39
)Pro forma net (loss) income from discontinued operations

$
(972
)Loss from operations as reported

$
(12,527
)Deduct total stock-based employee compensation expense
    determined under fair value based method


(1,331
)Pro forma net loss

$
(13,858
)Net loss per share as reported:Continuing: basic and diluted

$
(0.47
)Discontinued: basic and diluted

$
(0.04
)Net loss per share: basic and diluted

$
(0.51
)Pro forma:Continuing: basic and diluted

$
(0.53
)Discontinued: basic and diluted

$
(0.04
)Pro forma net loss per share: basic and diluted

$
(0.57
)   Incentive Plans
  Other Comprehensive Income
    (Loss).
  Earnings (Loss) Per Common Share.
  Note 3.
    New
    Accounting Standards  Business Combinations, Noncontrolling Interests in Consolidated Financial
    Statements,
 58




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    The Fair Value Option for Financial Assets and
    Financial Liabilities  Including an Amendment of
    Statement of Financial Accounting Standards No. 115 instrument-by-instrument
  Fair Value Measurements Effective Date
    of FASB Statement No. 157
  Note 4.
    Business
    Combinations  WFI 
    EMEA
  Borrowings
        59




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  (in thousands)Cash and cash equivalents

$
250Trade accounts receivable


1,681Unbilled receivables


1,637Fixed assets


854Backlog


21Customer relationships


1,309Other  assets


487Liabilities assumed


(3,879
)Excess cost of acquiring net assets over fair value of
    identified net assets acquired (goodwill)


2,064$
4,424       WFI 
    U.S.
  Borrowings. Borrowings.
   60




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    (in thousands)Fair value of net assets acquired;Trade accounts receivable

$
1,169Prepaid expenses and other current assets


1,140Fixed assets


1,004Backlog


244Customer relationships


15,080Liabilities assumed


(2,566
)Excess cost of acquiring net assets over fair value of
    identified net assets acquired (goodwill)


27,326$
43,397       2007


2006Revenue

$
166,638


$
196,593Operating (loss) income

$
(20,469
)

$
(3,592
)Loss from continuing operations

$
(33,203
)

$
(7,380
)Loss per share (basic and diluted)

$
(1.12
)

$
(0.30
)   Detron
    Belgium
     61




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Note 5.
    Discontinued
    Operations  Accounting for the Impairment or Disposal of Long-Lived
    Assets
    December 31,2007


2006


2005(in thousands)Revenue

$
2,199


$
14,838


$
48,331Gross margin (loss)

$
(162
)

$
(1,458
)

$
1,112Loss from discontinued operations (net of applicable taxes of
    zero)

$
(520
)

$
(3,529
)

$
(933
)Gain (loss) on disposal of discontinued operations (net of
    applicable taxes of zero)


(1,550
)


378



Total loss from discontinued operations

$
(2,070
)

$
(3,151
)

$
(933
)     Sale
    of U.S. Network Deployment Business
       62




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Borrowings.
      2007


2006


2005(in thousands)Revenue

$
91


$
12,817


$
45,039Gross margin (loss)

$
91


$
(1,094
)

$
396Income (loss) from discontinued operations (net of applicable
    taxes of zero)

$
808


$
(1,988
)

$
(758
)Gain (loss) on disposal of discontinued operations (net of
    applicable taxes of zero)


(1,550
)


378



Total loss from discontinued operations

$
(742
)

$
(1,610
)

$
(758
)     2007


2006(in thousands)Billed accounts receivable

$



$
183Accounts payable

$



$
1,087Accrued expenses

$
50


$
623   Sale
    of Brazilian Subsidiary
       63




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      2007


2006


2005(in thousands)Revenue

$
2,108


$
2,021


$
3,292Gross margin (loss)

$
(253
)

$
(364
)

$
716Loss from discontinued operations (net of applicable taxes of
    zero)

$
(1,328
)

$
(1,541
)

$
(175
)     2007


2006(in thousands)Cash and cash equivalents (cash overdraft)

$
(48
)

$
50Other receivables


117



418Other current assets


62



65Fixed assets


138



54Assets held for sale

$
269


$
587Accounts payable

$
131


$
84Accrued employee compensation and benefits


205



113Other accrued expenses


75



66Liabilities held for sale

$
411


$
263   Note 6.
    Accounts
    Receivable  percentage-of-completion
   64




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Note 7.
    Property
    and Equipment    2007


2006(in thousands)Computer equipment

$
4,613


$
15,417Software


9,448



5,806Furniture and office equipment


15,744



12,706Leasehold improvements


1,836



1,667Vehicles


163



136Property and equipment


31,804



35,732Less accumulated depreciation and amortization


(25,855
)


(32,953
)Property and equipment, net

$
5,949


$
2,779     Note 8.
    Goodwill
    and Intangibles    2007


2006(in thousands)Goodwill

$
44,080


$
13,989Other intangibles:Customer relationships

$
17,531


$
1,098Trade names


230



205Patents


43



28Other


265



223Accumulated amortization


(2,194
)


(1,261
)Other intangibles

$
15,875


$
293   Business
    Combinations.
 65




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Note 9.
    Borrowings  Discontinued Operations
         66




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Business Combinations
 67




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2008

$
8,3492009


45,9902010


2011


2012


$
54,339   Note 10.
    Restructuring
    Charge        Business Combinations.
 68




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Facilities andOther Non-HeadcountRelatedSeverance


Items


Total(in thousands)Restructuring payable as of January 1, 2005

$



$
2,901


$
2,901Restructuring charge


752



176



928Reversal for reoccupied space






(330
)


(330
)Restructuring charge (recovery)


752



(154
)


598Charges against the provision:Payments for excess office space, net of sublease income






(960
)


(960
)Severance and associated costs paid


(730
)






(730
)Leasehold improvements and other assets written-off






(37
)


(37
)Other






(208
)


(208
)Restructuring payable as of December 31, 2005


22



1,542



1,564Restructuring charge






108



108Reversal of excess severance


(19
)






(19
)Charges against the provision:Payments for excess office space, net of sublease income






(645
)


(645
)Other






28



28Restructuring payable as of December 31, 2006


3



1,033



1,036Restructuring charge


991



609



1,600Reversal of excess facilities provision






(493
)


(493
)Restructuring charge on acquisition


545







545Charges against the provision:Payments for excess office space, net of sublease income






(824
)


(824
)Payments for severance


(1,548
)






(1,548
)Other


12



11



23Restructuring payable as of December 31, 2007

$
3


$
336


$
339     2007


2006(in thousands)Accrued restructuring current

$
261


$
949Accrued restructuring


78



87Accrued restructuring total

$
339


$
1,036   Note 11.
    Income
    Taxes   69




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
          2007


2006


2005(in thousands)Current:Federal

$
80


$
(1,535
)

$
(631
)State and local


23



75



160Foreign


1,799



3,324



3,1881,902



1,864



2,717Deferred:Federal


414



1,148



State and local










Foreign


(929
)


(1,436
)


(515
)


(288
)


Total

$
1,387


$
1,576


$
2,717       2007


2006


2005(in thousands)Domestic

$
(18,142
)

$
(14,161
)

$
(15,457
)Foreign


(9,156
)


10,858



6,580Total

$
(27,298
)

$
(3,303
)

$
(8,877
)  70




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2007


2006


2005(in thousands)Tax provision at statutory federal income tax rate

$
(9,513
)

$
(1,156
)

$
(3,107
)Effect of:State and local income taxes, net of federal tax benefit


(526
)


(507
)


(359
)Foreign tax and tax credits


978



(2,285
)


300Non deductible expenses and permanent items


1,990



744



106Federal refund










(512
)Change in valuation allowance


8,367



6,349



2,912Expiration of foreign tax credits










2,568Release of federal tax reserve






(1,565
)


Other


91



(4
)


809Effective income tax provision

$
1,387


$
1,576


$
2,717     2007


2006(in thousands)Deferred tax assets:Accrued compensation

$
890


$
392Accrued expenses


69



669Foreign tax credit carry-forward


2,778



1,749Research tax credit carryover


340



340Alternative minimum tax credit


276



276Net operating loss carry-forward


30,212



22,618Property and equipment


328



436Stock options


818



Total gross deferred tax assets


35,711



26,480Less valuation allowance


(31,807
)


(24,459
)Deferred tax assets, net of valuation allowance


3,904



2,021Deferred tax liabilities:Deferred revenue






(144
)Goodwill amortization


(414
)


Unrealized foreign exchange loss


(1,538
)


(440
)Total gross deferred liabilities


(1,952
)


(584
)Net deferred tax assets

$
1,952


$
1,437  71




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2007


2006(in thousands)Current liability

$



$
(16
)Non-current asset


1,952



1,453$
1,952


$
1,437              72




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Note 12.
    Other
    Current Liabilities   2007


2006(in thousands)Due to WFI (see Note 4)

$
1,837


$
Interest payable


1,685



Deferred rent


862



57Other


1,703



540Other current liabilities

$
6,087


$
597   Note 13.
    Shareholders
    Equity  Preferred Stock Common Stock
  Common Stock
     73




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Form 10-K Form 10-Qs,
  EITF 00-19-2 Accounting for Registration Payment Arrangements, Accounting for Contingencies Preferred Stock EITF 00-19-2,
  Note 14.
    Equity
    Incentive Plans  Description
    of Share-based Compensation Plans:
    Equity
    Incentive Plans:
  Equity Incentive Plan
 74




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Directors Plan
  Employee Stock Purchase Plan Pro
    forma Information for Periods Prior to the Adoption of
    SFAS No. 123(R)
  The Dean J. Douglas Employment Inducement Plan
  Impact
    of the Adoption of SFAS No. 123(R):
       75




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
          Non-ReportableAmericas


EMEA


Segments


Total(in thousands)Cost of revenues

$
9


$
25


$



$
34Sales and marketing


16



23



58



97General and administrative


11



69



523



603Q1 2007


36



117



581



734Cost of revenues


19



48







67Sales and marketing


6



21



9



36General and administrative


10



70



176



256Q2 2007


35



139



185



359Cost of revenues


12



6







18Sales and marketing


(1
)


22



9



30General and administrative


8



70



105



183Q3 2007


19



98



114



231Cost of revenues


34



52







86Sales and marketing


33



40



16



89General and administrative


(14
)


185



392



563Q4 2007


53



277



408



738Cost of revenues


74



131







205Sales and marketing


54



106



92



252General and administrative


15



394



1,196



1,605Total 2007

$
143


$
631


$
1,288


$
2,062   76




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Non-ReportableAmericas


EMEA


Segments


Total(in thousands)Cost of revenues

$
33


$
12


$



$
45Sales and marketing


13



14







27General and administrative


18



76



124



218Q1 2006


64



102



124



290Cost of revenues


27



25







52Sales and marketing


23



28



9



60General and administrative


66



90



269



425Q2 2006


116



143



278



537Cost of revenues


30



28







58Sales and marketing


7



30



17



54General and administrative


(44
)


98



306



360Q3 2006


(7
)


156



323



472Cost of revenues






13







13Sales and marketing


9



8



15



32General and administrative


(34
)


1



8



(25
)Q4 2006


(25
)


22



23



20Cost of revenues


90



78







168Sales and marketing


52



80



41



173General and administrative


6



265



707



978Total 2006

$
148


$
423


$
748


$
1,319   Valuation
    Assumptions:
      2007

2006

2005Expected dividend yield

0%

0%

0%Risk-free interest rate

4.09%

5.65%

4.25% to 4.40%Expected life

2-6 years

3-7 years

3-7 yearsVolatility

60%

75%

40% to 60%  77




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2007

2006

2005Expected dividend yield

0%

0%

0%Risk-free interest rate

4.50%-5.05%

4.3%- 5.3%

4.5%Expected life

1.0 to 5.5 years

2.0 to 6.0 years

2.5 to 5.5 yearsVolatility

45%-60%

55%-75%

78%     2005Expected dividend yield

0%Risk-free interest rate

2.6% to 4.0%Expected life

1 monthVolatility

40% to 100%   Share-Based
    Compensation Activity:
  Service
    Based Awards
    Weighted


WeightedNumber


Average


Average


Aggregateof


Exercise


Contractual


IntrinsicShares


Price


Term in Years


Value(in thousands)








(in thousands)Outstanding at January 1, 2005


2,966


$
5.11Granted


67


$
3.45Exercised


(274
)

$
2.37Expired


(81
)

$
6.29Forfeited


(951
)

$
5.31Outstanding at December 31, 2006


1,727


$
5.24



6.2


$
955Granted


72


$
1.95Exercised


(169
)

$
2.36Expired


(283
)

$
7.27Forfeited


(26
)

$
7.67Outstanding at December 31, 2007


1,321


$
4.86



5.1


$
1Exercisable at December 31, 2007


1,181


$
5.08



4.6


$
1    78




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Market
    Based Awards
    Weighted


WeightedNumber


Average


Average


Aggregateof


Exercise


Contractual


IntrinsicShares


Price


Term


Value(in thousands)








(in thousands)Outstanding at January 1, 2006


1,000


$
2.49Granted


1,030


$
3.48Outstanding at December 31, 2006


2,030


$
2.99



9.0


$
2,151Granted


300


$
4.28Forfeited


(135
)

$
3.58Outstanding at December 31, 2007


2,195


$
3.12



8.1


$
Exercisable at December 31, 2007


500


$
2.99



8.0


$
    79




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Restricted
    Stock Awards
    WeightedNumber


Averageof


Grant DateShares


Fair Value(in thousands)Non vested at January 1, 2006


1,068


$
3.00Granted


1,065


$
3.74Vested


(323
)

$
2.98Forfeited


(443
)

$
3.63Non vested at December 31, 2006


1,367


$
3.40Granted


115


$
3.60Vested


(535
)

$
3.06Forfeited


(107
)

$
3.17Non vested at December 31, 2007


840


$
3.44       Note 15.
    Income
    (Loss) per Share  Earnings per Share
 80




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2007


2006


2005Per Share


Net





Per Share








Per ShareNet Loss


Shares


Amount


Loss


Shares


Amount


Net Loss


Shares


Amount(In thousands, except per share data)Basic and Dilutive EPSNet loss available to common shareholdersContinuing operations

$
(28,697
)





$
(0.97
)

$
(4,879
)





$
(0.20
)

$
(11,594
)





$
(0.47
)Discontinued operations

$
(2,070
)





$
(0.07
)

$
(3,151
)





$
(0.13
)

$
(933
)





$
(0.04
)Total

$
(30,767
)


29,657


$
(1.04
)

$
(8,030
)


24,893


$
(0.33
)

$
(12,527
)


24,524


$
(0.51
)Effect of Dilutive SecuritiesStock option plans






























     Note 16.
    Health
    and Retirement Plans           81




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Business Combinations
      Note 17.
    Related
    Party Transactions       Note 18.
    Commitments
    and Contingencies  Leases
   82




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    RentalReceivablesRental


UnderPayable


Subleases(in thousands)2008

$
4,840


$
2282009


3,922



3162010


2,565



3162011


2,330



3162012


1,795



316Thereafter


7,541



950$
22,993


$
2,442     Legal Proceedings
  Note 19.
    Segment
    Reporting  Disclosures about Segments of an
    Enterprise and Related Information
     83




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Operating
    Segments:
  For the Years Ended December 31,Americas


EMEA


Total(in thousands)2007Net revenue from external customers

$
46,974


$
98,749


$
145,723Inter-segment revenues










Total revenues

$
46,974


$
98,749


$
145,723Depreciation and amortization

$
1,437


$
2,508


$
3,945Interest income


1



49



50Interest expense


1,705



117



1,822Income (loss) before taxes


(3,798
)


(9,156
)


(12,954
)Segment assets


64,390



80,621



145,011Expenditures for property


1,606



2,800



4,4062006Net revenue from external customers

$
29,959


$
99,944


$
129,903Inter-segment revenues










Total revenues

$
29,959


$
99,944


$
129,903Depreciation and amortization

$
430


$
1,609


$
2,039Interest income


1



35



36Interest expense






29



29Income (loss) before taxes


(1,573
)


11,651



10,078Segment assets


14,623



78,668



93,291Expenditures for property


99



938



1,0372005Net revenue from external customers

$
36,478


$
107,844


$
144,322Inter-segment revenues










Total revenues

$
36,478


$
107,844


$
144,322Depreciation and amortization

$
432


$
2,016


$
2,448Interest income






16



16Interest expense


1



16



17Income (loss) before taxes


(4,168
)


6,809



2,641Segment assets


34,640



73,650



108,290Expenditures for property


873



1,445



2,318  84




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    For the Years Ended December 31,2007


2006


2005(in thousands)Revenues:Revenues for reportable segments

$
145,723


$
129,903


$
144,322Revenues for non-reportable segments






50



1,320Total consolidated revenues

$
145,723


$
129,953


$
145,642Assets:Assets for reportable segments

$
145,011


$
93,291


$
108,290Assets not attributable to reportable segments:Cash and cash equivalents


2,961



1,617



7,245Restricted cash






9



37Deferred and prepaid tax assets


1,832



1,809



2,365Property and equipment


520



576



154Receivables


110



578



635Prepaid expenses


243



262



219Other


773



281



8Total consolidated assets

$
151,450


$
98,423


$
118,953   2007


2006


2005(in thousands)Income (loss) before income taxes for reportable segments

$
(12,954
)

$
10,078


$
2,641General corporate expenses


(14,344
)


(13,381
)


(11,518
)Loss from operations before income taxes

$
(27,298
)

$
(3,303
)

$
(8,877
)   85




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  For the Years Ended December 31,Segment


Unallocated





ConsolidatedOther Significant Items

Total


Expenditures


Eliminations


Total(in thousands)2007Depreciation and amortization

$
3,945


$
279


$



$
4,224Interest income


50



45







95Interest expense


1,822



1,780







3,602Expenditures for property


4,406



336







4,7422006Depreciation and amortization


2,039



339







2,378Interest income


36



98







134Interest expense


29



835







864Expenditures for property


1,037



463







1,5002005Depreciation and amortization


2,448



345







2,793Interest income


16



98







114Interest expense


17



298







315Expenditures for property


2,318



28







2,346     For the Years Ended December 31,2007


2006


2005(in thousands)Design

$
68,459


$
70,357


$
76,676Deployment


27,475



50,944



57,915Operations and maintenance


20,343



5,298



7,144Consulting


29,446



3,354



3,907Total revenues

$
145,723


$
129,953


$
145,642  86




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2007


2006


2005Net





Net





NetRevenues


Property


Revenues


Property


Revenues


Property(in thousands)Americas:United States of America

$
46,974


$
2,755


$
29,808


$
881


$
36,092


$
1,277Other










151







1,253



67Total Americas


46,974



2,755



29,959



881



37,345



1,344Europe, Middle East and Africa:United Kingdom


13,741



811



18,286



190



13,331



318Netherlands


19,820



248



17,228



233



21,206



268Italy


7,579



365



6,110



604



6,010



968Spain


6,120



1,446















Belgium


5,401



145















Algeria


6,004



110



29,065







31,105



Saudi Arabia


26,452







23,271







31,218



73Other


13,632



69



5,984



840



4,974



614Total Europe, Middle East and Africa


98,749



3,194



99,944



1,867



107,844



2,241Asia-Pacific










50



31



453



57Total

$
145,723


$
5,949


$
129,953


$
2,779


$
145,642


$
3,642   Note 20.
    Quarterly
    Data (Unaudited)  20071st


2nd


3rd


4thQuarter


Quarter


Quarter


Quarter(in thousands, except per share amounts)Revenues

$
24,640


$
29,717


$
41,834


$
49,532Operating income (loss)


(6,169
)


(6,337
)


(5,192
)


(1,282
)Income (loss) from continuing operations before income taxes


(6,587
)


(6,741
)


(8,201
)


(5,769
)Income (loss) from continuing operations


(7,234
)


(7,082
)


(7,568
)


(6,801
)Income (loss) from discontinued operations


(2,052
)


(374
)


(329
)


685Net income (loss)

$
(9,286
)

$
(7,456
)

$
(7,897
)

$
(6,116
)Net income (loss) per share:Continuing operations  basic and diluted

$
(0.28
)

$
(0.24
)

$
(0.24
)

$
(0.22
)Discontinued operations  basic and diluted

$
(0.08
)

$
(0.01
)

$
(0.01
)

$
0.02Net loss per share  basic and diluted

$
(0.36
)

$
(0.25
)

$
(0.25
)

$
(0.20
)   87




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  20061st


2nd


3rd


4thQuarter


Quarter


Quarter


Quarter(in thousands, except per share amounts)Revenues

$
35,743


$
33,997


$
31,933


$
28,280Operating loss


(222
)


216



872



(5,202
)Loss from continuing operations before income taxes


(448
)


381



1,642



(4,878
)Loss from continuing operations


(1,428
)


(507
)


131



(3,075
)Income (loss) from discontinued operations


(732
)


585



(1,701
)


(1,303
)Net income (loss)

$
(2,160
)

$
78


$
(1,570
)

$
(4,378
)Net income (loss) per share:Continuing operations  basic and diluted

$
(0.06
)

$
(0.02
)

$
0.01


$
(0.12
)Discontinued operations  basic and diluted

$
(0.03
)

$
0.02


$
(0.07
)

$
(0.05
)Net income (loss) per share  basic and diluted

$
(0.09
)

$



$
(0.06
)

$
(0.17
)             Note 21.
    Managements
    Plans, Liquidity and Business Risks       88




---



##### 



LCC
    INTERNATIONAL, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Note 22.
    Subsequent
    Events  Form 8-K
  Form 10-Q Form 8-K/A
  Form 8-K Form 10-K
 89




---



##### 



Item 9.
    Changes
    in and Disagreements with Accountants on Accounting and
    Financial Disclosure  Accounting for
    Uncertainty in Income Taxes,
  Item 9A.
    Controls
    and Procedures  (a)
    Evaluation
    of Disclosure Controls and Procedures  Rules 13a-15(e) 15d-15(e)
  (b)
    Internal
    Control Over Financial Reporting  Managements
    Report on Internal Control over Financial Reporting
  Rule 13a-15(f) 15d-15(f)
  
    Pertain to the maintenance of records that, in reasonable
    detail, accurately and fairly reflect the transactions and
    dispositions of the assets of the Company;
    Provide reasonable assurance that transactions are recorded as
    necessary to permit preparation of financial statements in
    accordance with generally accepted accounting principles, and
    that receipts and expenditures of the Company are being made
    only in accordance with authorizations of management and
    directors of the Company; and
    Provide reasonable assurance regarding prevention or timely
    detection of unauthorized acquisition, use or disposition of the
    Companys assets that could have a material effect on the
    financial statements.    Internal Control-Integrated Framework
 90




---



##### 



(c)
    Changes
    in Internal Control over Financial Reporting  (the 2006 10-K),
  (d)
    Remediation
    Efforts        
    Provided management training of operations and financial
    personnel as to the identification of all of the cost elements
    that should be included in the accrual of costs related to its
    deployment activities.
    Required a monthly review by the SVP of EMEA of all elements of
    the entity level financial statements including all accrual
    based entries.   91




---



##### 



Report of
    Independent Registered Public Accounting Firm
  
  Internal Control  Integrated Framework
        .
    .
 92




---



##### 



Internal Control  Integrated Framework
        93




---



##### 



(c)
    Changes
    in Internal Control over Financial Reporting    (d)
    Remediation
    Efforts  10-K,
      
    Provided management training of operations and financial
    personnel as to the identification of all of the cost elements
    that should be included in the accrual of costs related to its
    deployment activities.
    Required a monthly review by the SVP of EMEA of all elements of
    the entity level financial statements including all accrual
    based entries.   Item 9B.  Other
    information   94




---



##### 



PART III  Item 10.
    Directors,
    Executive Officers and Corporate Governance    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, and Director
    Independence    Item 14.
    Principal
    Accountant Fees and Services    PART IV  Item 15.
    Exhibits
    and Financial Statement Schedules                      Form 10-K
   95




---



##### 



SIGNATURES    LCC INTERNATIONAL, INC.
  By:
    /s/  Dean
    J. Douglas   President and Chief Executive Officer
     Signatures

Title/s/  Dean
    J. DouglasDean
    J. Douglas

President and Chief Executive Officer 
    (Principal Executive Officer)/s/  Louis
    Salamone, Jr.Louis
    Salamone, Jr.

Executive Vice President, Chief Financial Officer and Treasurer
    (Principal Financial Officer and Principal Accounting Officer)/s/  Julie
    A. DobsonJulie
    A. Dobson

Director, Chairman of the Board of Directors/s/  Melvin
    L. KeatingMelvin
    L. Keating

Director/s/  Richard
    J. LombardiRichard
    J. Lombardi

Director/s/  Susan
    NessSusan
    Ness

Director/s/  Rajendra
    SinghRajendra
    Singh

Director/s/  Mark
    A. SlavenMark
    A. Slaven

Director  96




---



##### 



SCHEDULE II
    VALUATION AND QUALIFYING ACCOUNTS
  Column CColumn B


Additions


Column D


Column EBalance at


Charged to


Charges to


Deductions


Balance atColumn A

Beginning


Costs and


Other


and Other


End ofDescription

of Period


Expenses


Accounts


Adjustments


Period(in thousands)Year ended December 31, 2005Allowance for doubtful accounts

$
620


$
728


$
(113
)

$
(918
)

$
317Valuation allowance for deferred taxes


13,966







4,056



(739
)


17,283Year ended December 31, 2006Allowance for doubtful accounts

$
317


$
(20
)

$
(6
)

$
(103
)

$
200Valuation allowance for deferred taxes


17,283







8,498



(1,322
)


24,459Year ended December 31, 2007Allowance for doubtful accounts

$
200


$
111


$
427


$
(459
)

$
279Valuation allowance for deferred taxes


24,459







7,348







31,807




---



##### 



EXHIBIT INDEX
  ExhibitNo.

Description3
.1

Restated Certificate of Incorporation of LCC International, Inc.
    (the Company) (including the Certificate of
    Designations, Preferences and Rights of Series A
    Convertible Preferred Stock of LCC International, Inc.)
    (incorporated by reference to Exhibit 3.1 to the
    Companys Current Report on
    Form 8-K
    filed with the SEC on January 29, 2008).3
.2

Amended and Restated Bylaws of the Company (incorporated by
    reference to Exhibit 3.2 to Amendment No. 2 to the
    Companys Registration Statement on
    Form S-1,
    Registration
    No. 333-6067,
    filed with the SEC on September 20, 1996).4
.1

Form of Class A and Class B Common Stock certificates
    (incorporated by reference to Exhibit 4.1 to Amendment
    No. 2 to the Companys Registration Statement on
    Form S-1,
    Registration
    No. 333-6067,
    filed with the SEC on September 20, 1996).4
.2

Specimen representing the Series A Convertible Preferred
    Stock, par value $0.01 per share, of LCC International, Inc.
    (incorporated by reference to Exhibit 4.1 to the
    Companys Current Report on
    Form 8-K
    filed with the SEC on January 29, 2008).10
.1

1996 Directors Stock Option Plan of the Company
    (incorporated by reference to Exhibit 10.13 to Amendment
    No. 2 to the Companys Registration Statement on
    Form S-1,
    Registration
    No. 333-6067,
    filed with the SEC on September 20, 1996).10
.2

Amendment to 1996 Directors Stock Option Plan of the
    Company, dated April 22, 1997 (incorporated by reference to
    Exhibit 4.6 to the Companys Annual Report on
    Form 10-K
    filed with the SEC on March 30, 1999).10
.3

Amendment to 1996 Directors Stock Option Plan of the
    Company, dated April 16, 1998 (incorporated by reference to
    Exhibit 4.7 to the Companys Annual Report on
    Form 10-K
    filed with the SEC on March 30, 1999).10
.4

Amendment to 1996 Directors Stock Option Plan of the
    Company, dated February 1, 2000 (incorporated by reference
    to the Companys definitive proxy statement on
    Schedule 14A filed with the SEC on April 24, 2000).10
.5

Amendment to 1996 Directors Stock Option Plan of the
    Company, dated January 30, 2001 (incorporated by reference
    to Exhibit 4.5 to the Companys Annual Report on
    Form 10-K
    filed with the SEC on April 2, 2001).10
.6

Amended and Restated Equity Incentive Plan of the Company
    (formerly the 1996 Employee Stock Option Plan), dated
    March 10, 2004 (incorporated by reference to the
    Companys definitive proxy statement on Schedule 14A
    filed with the SEC on April 28, 2004).10
.7

Form of Terms and Conditions and Option Grant Letter under the
    Companys Amended and Restated Equity Incentive Plan
    (incorporated by reference to Exhibit 10.35 to the
    Companys Quarterly Report on
    Form 10-Q
    filed with the SEC on November 12, 2004).10
.8

1996 Employee Stock Purchase Plan of the Company, as amended
    May 25, 1999 (incorporated by reference to Exhibit 4.7
    to the Companys Annual Report on
    Form 10-K
    filed with the SEC on April 2, 2001).10
.9

Form of the Companys Directors Stock Option Plan stock
    option agreement for directors who will receive Class A
    Common Stock other than Mark D. Ein (incorporated by reference
    to Exhibit 10.44 to Amendment No. 2 to the
    Companys Registration Statement on
    Form S-1,
    Registration
    No. 333-6067,
    filed with the SEC on September 20, 1996).10
.10

Form of the Companys Directors Stock Option Plan stock
    option agreement for Mark D. Ein (incorporated by reference to
    Exhibit 10.45 to Amendment No. 2 to the Companys
    Registration Statement on
    Form S-1,
    Registration
    No. 333-6067,
    filed with the SEC on September 20, 1996).10
.11

Form of the Companys Directors Stock Option Plan stock
    option agreement for directors who receive Class B Common
    Stock (incorporated by reference to Exhibit 10.35 to
    Amendment No. 2 to the Companys Registration
    Statement on
    Form S-1,
    Registration
    No. 333-6067,
    filed with the SEC on September 20, 1996).10
.12

Form of the Companys 1996 Employee Stock Option Plan
    incentive stock option agreement (incorporated by reference to
    Exhibit 10.41 to Amendment No. 2 to the Companys
    Registration Statement on
    Form S-1,
    Registration
    No. 333-6067,
    filed with the SEC on September 20, 1996).




---



##### 



ExhibitNo.

Description10
.13

Form of the Companys 1996 Employee Stock Option Plan
    non-incentive stock option agreement (incorporated by reference
    to Exhibit 10.42 to Amendment No. 2 to the
    Companys Registration Statement on
    Form S-1,
    Registration
    No. 333-6067,
    filed with the SEC on September 20, 1996).10
.14

Form of the Companys 1996 Employee Stock Option Plan, as
    amended, non-incentive stock option agreement for eligible
    persons who have executed grant letters on or after
    January 30, 2001 (incorporated by reference to
    Exhibit 10.26 to the Companys Annual Report on
    Form 10-K
    filed with the SEC on April 2, 2001).10
.15

Agreement between C. Thomas Faulders, III, and the Company
    dated as of December 10, 2004 (incorporated by reference to
    Exhibit 10.1 to the Companys Current Report on
    Form 8-K
    filed with the SEC on December 10, 2004 .10
.16

Letter dated June 16, 2003, from the Company to Julie A.
    Dobson (incorporated by reference to Exhibit 10.24 to
    Amendment No. 2 to the Companys Registration
    Statement on
    Form S-1,
    Registration
    No. 333-108575,
    filed with the SEC on November 5, 2003).10
.17

Letter dated June 19, 2001, from the Company to Susan Ness
    (incorporated by reference to Exhibit 10.24 to the
    Companys Annual Report on
    Form 10-K
    filed with the SEC on March 28, 2002).10
.18

Form of Indemnity Agreement between the Company and the current
    and former officers and directors of the Company (incorporated
    by reference to Exhibit 10.32 to Amendment No. 2 to
    the Companys Registration Statement on
    Form S-1,
    Registration
    No. 333-6067,
    filed with the SEC on September 20, 1996).10
.19

Intercompany Agreement dated as of September 20, 1996 among
    Telcom Ventures, RF Investors, L.L.C., LCC, L.L.C., the Company,
    Cherrywood Holdings, Inc., Rajendra Singh, Neera Singh, certain
    trusts for the benefit of members of the Singh family,
    Carlyle-LCC Investors I, L.P., Carlyle-LCC Investors II,
    L.P., Carlyle-LCC Investors III, L.P., Carlyle-LCC IV(E), L.P.,
    MDLCC, L.L.C. and TC Group, L.L.C. (incorporated by reference to
    Exhibit 10.30 to Amendment No. 2 to the Companys
    Registration Statement on
    Form S-1,
    Registration
    No. 333-6067,
    filed with the SEC on September 20, 1996).10
.20

Registration Rights Agreement dated July 25, 1996 among the
    Company, RF Investors, L.L.C. and MCI Telecommunications
    Corporation (incorporated by reference to Exhibit 10.31 to
    Amendment No. 1 to the Companys Registration
    Statement on
    Form S-1,
    Registration
    No. 333-6067,
    filed with the SEC on August 16, 1996).10
.21

Overhead and Administrative Services Agreement dated
    August 27, 1996 between the Company and Telcom Ventures,
    L.L.C. (incorporated by reference to Exhibit 10.33 to
    Amendment No. 2 to the Companys Registration
    Statement on
    Form S-1,
    Registration
    No. 333-6067,
    filed with the SEC on September 20, 1996).10
.22

Agreement of Merger dated September 15, 1996 between LCC,
    L.L.C. and the Company (incorporated by reference to
    Exhibit 10.34 to Amendment No. 2 to the Companys
    Registration Statement on
    Form S-1,
    Registration
    No. 333-6067,
    filed with the SEC on September 20, 1996).10
.23

Consulting Agreement, dated as of December 23, 2004, by and
    among LCC United Kingdom and SEMAB Management Srl; Letter
    Agreement, dated as of December 23, 2004, by and among
    SEMAB Management Srl and LCC United Kingdom Limited; Letter
    Agreement, dated as of December 23, 2004, by and among
    Carlo Baravalle and LCC United Kingdom Limited; and Compromise
    Agreement, dated as of December 23, 2004, by and among
    Carlo Baravalle and LCC United Kingdom Limited (incorporated by
    reference to Exhibit 10.01 to the Companys Current
    Report on
    Form 8-K
    filed with the SEC on December 28, 2004).10
.24

Stock Unit Agreement of LCC International, Inc. (incorporated by
    reference to Exhibit 10.1 to the Companys Current
    Report on
    Form 8-K
    filed with the SEC on June 21, 2005).10
.25

Change in Control Severance Plan of LCC International, Inc.
    (incorporated by reference to Exhibit 10.2 to the
    Companys Current Report on
    Form 8-K
    filed with the SEC on June 21, 2005).10
.26

Letter Agreement, dated September 14, 2005, between LCC
    International, Inc. and Richard J. Lombardi (incorporated by
    reference to Exhibit 10.1 to the Companys Current
    Report on
    Form 8-K
    filed with the SEC on September 15, 2005).10
.27

Employment Agreement, dated as of October 4, 2005, between
    LCC International, Inc. and Dean J. Douglas (incorporated by
    reference to Exhibit 10.1 to the Companys Current
    Report on
    Form 8-K
    filed with the SEC on October 4, 2005).




---



##### 



ExhibitNo.

Description10
.28

Agreement, dated as of October 4, 2005, between LCC
    International, Inc. and Dean J. Douglas with respect to the
    grant of certain restricted stock units with respect to
    500,000 shares of Class A common stock pursuant to the
    Amended and Restated Equity Incentive Plan (incorporated by
    reference to Exhibit 10.2 to the Companys Current
    Report on
    Form 8-K
    filed with the SEC on October 4, 2005).10
.29

Agreement, dated as of October 4, 2005, between LCC
    International, Inc. and Dean J. Douglas with respect to the
    grant of options to purchase 500,000 shares of Class A
    common stock pursuant to the Amended and Restated Equity
    Incentive Plan (incorporated by reference to Exhibit 10.3
    to the Companys Current Report on
    Form 8-K
    filed with the SEC on October 4, 2005).10
.30

Agreement, dated as of October 4, 2005, between LCC
    International, Inc. and Dean J. Douglas with respect to the
    grant of options to purchase 500,000 shares of Class A
    common stock (incorporated by reference to Exhibit 10.4 to
    the Companys Current Report on
    Form 8-K
    filed with the SEC on October 4, 2005).10
.31

Amended Executive Services Agreement, dated as of
    October 4, 2005, between LCC International, Inc. and Tatum
    CFO Partners, LLP (incorporated by reference to
    Exhibit 10.5 to the Companys Current Report on
    Form 8-K
    filed with the SEC on October 4, 2005).10
.32

Asset Purchase Agreement, dated as of June 2, 2006, by and
    among Nokia Inc., LCC International, Inc. and LCC Wireless
    Design Services, LLC (incorporated by reference to
    Exhibit 10.1 to the Companys Current Report on
    Form 8-K
    filed with the SEC on June 5, 2006).10
.33

Form of Loan and Security Agreement, (incorporated by reference
    to Exhibit 10.2 to the Companys Current Report on
    Form 8-K
    filed with the SEC on June 5, 2006).10
.34

Employment Agreement, dated as of April 21, 2006, between
    LCC International, Inc. and Louis Salamone (incorporated by
    reference to Exhibit 10.1 to the Companys Current
    Report on
    Form 8-K
    filed with the SEC on April 27, 2006).10
.35

Agreement, dated as of April 21, 2006, between LCC
    International, Inc. and Louis Salamone with respect to the grant
    of certain restricted stock units with respect to
    150,000 shares of Class A common stock pursuant to the
    amended and Restated Equity Incentive Plan (incorporated by
    reference to Exhibit 10.2 to the Companys Current
    Report on
    Form 8-K
    filed with the SEC on April 27, 2006).10
.36

Agreement, dated as of April 21, 2006, between LCC
    International, Inc. and Louis Salamone with respect to the grant
    of options to purchase 400,000 shares of Class A
    common stock pursuant to the Amended and Restated Equity
    Incentive Plan (incorporated by reference to Exhibit 10.3
    to the Companys Current Report on
    Form 8-K
    filed with the SEC on April 27, 2006).10
.37

Investment and Registration Rights Agreement, dated as of
    December 22, 2006, by and between LCC International, Inc.
    and Detron Corporation B.V. (incorporated by reference to
    Exhibit 10.37 to the Companys Annual Report on
    Form 10-K
    filed with the SEC on December 12, 2007).10
.38

Investment and Registration Rights Agreement, dated as of
    December 22, 2006, by and between LCC international, Inc.
    and Excicom BVBA (incorporated by reference to
    Exhibit 10.38 to the Companys Annual Report on
    Form 10-K
    filed with the SEC on December 12, 2007).10
.39

Agreement, dated as of March 9, 2007, by and between LCC
    Wireless Engineering Services, Inc. and Wireless Facilities,
    Inc. (incorporated by reference to Exhibit 10.1 to the
    Companys Report on
    Form 8-K
    filed with the SEC on March 9, 2007). *The registrant has
    omitted certain schedules and exhibits in accordance with
    Item 601(b)(2) of Regulation
    S-K. The
    registrant will furnish the omitted schedules and exhibits to
    the Securities and Exchange Commission upon request.10
.40

Purchase Agreement, dated as of April 19, 2007, by and
    among LCC International, Inc. and the Investors set forth on the
    signature pages affixed thereto (incorporated by reference to
    Exhibit 10.40 to the Companys Annual Report on
    Form 10-K
    filed with the SEC on December 12, 2007).10
.41

Registration Rights Agreement, dated as of April 19, 2007,
    by and among LCC International, Inc. and the Investors executing
    the Agreement and named in the Purchase Agreement (incorporated
    by reference to Exhibit 10.41 to the Companys Annual
    Report on
    Form 10-K
    filed with the SEC on December 12, 2007).10
.42

Asset Purchase Agreement, dated as of May 29, 2007 by and
    between LCC International, Inc. and Wireless Facilities, Inc.
    (incorporated by reference to Exhibit 2.1 to the
    Companys Current Report or
    Form 8-K
    filed with the SEC on May 29, 2007). *The registrant has
    omitted certain schedules and exhibits in accordance with
    Item 601(b)(2) of Regulation
    S-K. The
    registrant will furnish the omitted schedules and exhibits to
    the Securities and Exchange Commission upon request.




---



##### 



ExhibitNo.

Description10
.43

Amended and Restated Credit Agreement, dated as of May 29,
    2007 by and between LCC International, Inc. and Bank of America,
    N.A. (incorporated by reference to Exhibit 10.1 to the
    Companys Current Report or
    Form 8-K
    filed with the SEC on May 29, 2007).10
.44

Subordination Agreement, dated as of June 1, 2007, by and
    among LCC International, Inc., Wireless Facilities, Inc. and
    Bank of America, N.A. (incorporated by reference to
    Exhibit 10.1 to the Companys Current Report or
    Form 8-K
    filed with the SEC on June 5, 2007).10
.45

Assignment Agreement, dated as of July 3, 2007, by and
    between LCC International, Inc. and Wireless Facilities, Inc.
    and SPCP Group L.L.C. (incorporated by reference to
    Exhibit 10.45 to the Companys Annual Report on
    Form 10-K
    for the year ended December 31, 2006 filed with the SEC on
    December 12, 2007).10
.46

Promissory Note, dated as of June 1, 2007, by and between
    LCC International, Inc. and SPCP Group L.L.C. (incorporated by
    reference to Exhibit 10.46 to the Companys Annual
    Report on
    Form 10-K
    for the year ended December 31, 2006 filed with the SEC on
    December 12, 2007).10
.47

Amendment to Registration Rights Agreement, executed as of
    August 2, 2007, by and among LCC International Inc., RF
    Investors L.L.C. and The Raj and Neera Singh Charitable
    Foundation, Inc. (incorporated by reference to
    Exhibit 10.47 to the Companys Annual Report on
    Form 10-K
    for the year ended December 31, 2006 filed with the SEC on
    December 12, 2007).10
.48

Letter Agreement, dated September 29, 2007 between LCC
    International, Inc. and Melvin L. Keating (incorporated by
    reference to Exhibit 10.1 to the Companys Current
    Report on
    Form 8-K
    filed with the SEC on October 25, 2007).10
.49

First Amendment to Amended and Restated Credit Agreement and
    Waiver, dated November 30, 2007 by and between LCC
    International Inc., the parties identified therein as Guarantors
    and Bank of America, N.A. (incorporated by reference to
    Exhibit 10.1 to the Companys Current Report on
    Form 8-K
    filed with the SEC on December 6, 2007).10
.50

Settlement Agreement, dated as of November 29, 2007, by and
    between LCC United Kingdom Limited and SEMAB Management SRL
    (incorporated by reference to Exhibit 10.1 to the
    Companys Current Report on
    Form 8-K
    filed with the SEC on December 5, 2007).10
.51

Letter Agreement, dated November 28, 2007, between LCC
    International, Inc. and Mark A. Slaven (incorporated by
    reference to Exhibit 10.1 to the Companys Current
    Report on
    Form 8-K
    filed with the SEC on January 2, 2008).10
.52

Exchange and Settlement Agreement, dated as of December 27,
    2007, among LCC International, Inc. and the investors listed on
    the signature pages thereof (incorporated by reference to
    Exhibit 10.1 to the Companys Current Report on
    Form 8-K
    filed with the SEC on January 3, 2008).10
.53

Second Amendment to Amended and Restated Credit Agreement and
    Waiver, dated as of February 19, 2008, by and among LCC
    International, Inc., the parties identified therein as
    Guarantors and Bank of America, N.A. (incorporated by reference
    to Exhibit 10.1 to the Companys Current Report on
    Form 8-K
    filed with the SEC on February 20, 2008).21
.1

List of Subsidiaries.23
.1

Consent of Grant Thornton LLP.23
.2

Consent of KPMG LLP.31
.1

Certification of Chief Executive Officer pursuant to Exchange
    Act
    Rules 13a-14(a)/15d-14(a),
    as adopted pursuant to Section 302 of the Sarbanes-Oxley
    Act of 2002.31
.2

Certification of Chief Financial Officer pursuant to Exchange
    Act
    Rules 13a-14(a)/15d-14(a),
    as adopted pursuant to Section 302 of the Sarbanes-Oxley
    Act of 2002.32
.1

Certification of Chief Executive Officer pursuant to
    18 U.S.C. Section 1350, as adopted pursuant to
    Section 906 of the Sarbanes-Oxley Act of 2002.32
.2

Certification of Chief Financial Officer pursuant to
    18 U.S.C. Section 1350, as adopted pursuant to
    Section 906 of the Sarbanes-Oxley Act of 2002.