##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 
 FORM 10-Q
 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended March 31, 2009
 Commission file number: 000-50796
 
 STANDARD PARKING CORPORATION
  Delaware
    
    16-1171179(State or Other Jurisdiction of Incorporation or Organization)
    
    (I.R.S. Employer Identification No.)
 900 N. Michigan Avenue, Suite 1600
Chicago, Illinois 60611-1542
 (312) 274-2000
 þ o
 o o
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
(Do not check if a smaller reporting company)
    
    Smaller reporting company o
 YES o NO þ




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##### 



STANDARD PARKING CORPORATION
FORM 10-Q INDEX
 Part I. Financial InformationItem 1. Financial Statements:Condensed Consolidated Balance Sheets as of March 31, 2009 (Unaudited) and December 31, 2008
    
    
    3Condensed Consolidated Statements of Income (Unaudited) for the three months ended March 31, 2009 and March 31, 2008
    
    
    4Condensed Consolidated Statements of Cash Flows
(Unaudited) for the three months ended March 31, 2009 and March 31, 2008
    
    
    5Notes to Condensed Consolidated Interim Financial Statements
    
    
    6Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    18Item 3. Quantitative and Qualitative Disclosures about Market Risk
    
    
    30Item 4. Controls and Procedures
    
    
    31Part II. Other InformationItem 1A. Risk Factors
    
    
    32Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    33Item 6. Exhibits
    
    
    34Signatures
    
    
    35Index to Exhibits
    
    
    36Exhibit 31.1Exhibit 31.2Exhibit 31.3Exhibit 32.1
   2




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PART I. FINANCIAL INFORMATION
 
 Item 1. Financial Statements
 STANDARD PARKING CORPORATION
 
 CONDENSED CONSOLIDATED BALANCE SHEETS
 (in thousands, except for share and per share data)
 March 31, 2009
    
    
    December 31, 2008(Unaudited)
    
    
    (see Note)ASSETSCurrent assets:Cash and cash equivalents
    
    $
    9,788
    
    
    $
    8,301Notes and accounts receivable, net
    
    
    45,130
    
    
    
    45,198Prepaid expenses and supplies
    
    
    2,357
    
    
    
    2,496Deferred taxes
    
    
    3,253
    
    
    
    3,253Total current assets
    
    
    60,528
    
    
    
    59,248Leasehold improvements, equipment and construction in progress, net
    
    
    17,408
    
    
    
    17,542Advances and deposits
    
    
    3,952
    
    
    
    4,433Long-term receivables, net
    
    
    7,762
    
    
    
    6,680Intangible and other assets, net
    
    
    7,182
    
    
    
    6,916Cost of contracts, net
    
    
    11,077
    
    
    
    10,872Goodwill
    
    
    123,316
    
    
    
    123,550Total assets
    
    $
    231,225
    
    
    $
    229,241LIABILITIES AND STOCKHOLDERS (DEFICIT) EQUITYCurrent liabilities:Accounts payable
    
    $
    45,486
    
    
    $
    46,446Accrued and other current liabilities
    
    
    29,223
    
    
    
    31,416Current portion of long-term borrowings
    
    
    925
    
    
    
    1,068Total current liabilities
    
    
    75,634
    
    
    
    78,930Deferred taxes
    
    
    3,917
    
    
    
    3,305Long-term borrowings, excluding current portion
    
    
    130,971
    
    
    
    123,996Other long-term liabilities
    
    
    20,926
    
    
    
    22,052Stockholders equity (deficit) (1):Common stock, par value $.001 per share; 21,300,000 shares
authorized; 15,282,708 and 16,110,781 shares issued and outstanding
as of March 31, 2009 and December 31, 2008, respectively
    
    
    15
    
    
    
    16Additional paid-in capital
    
    
    89,276
    
    
    
    103,541Accumulated other comprehensive income (loss)
    
    
    (149
    )
    
    
    85Treasury stock, at cost 12,651 and 627,423 shares as of March 31,
2009 and December 31, 2008, respectively
    
    
    (252
    )
    
    
    (11,161
    )Accumulated deficit
    
    
    (89,066
    )
    
    
    (91,464
    )Total Standard Parking Corporation stockholders (deficit) equity
    
    
    (176
    )
    
    
    1,017Noncontrolling interest
    
    
    (47
    )
    
    
    (59
    )Total stockholders (deficit) equity
    
    
    (223
    )
    
    
    958Total liabilities and stockholders (deficit) equity
    
    $
    231,225
    
    
    $
    229,241
 
 Note:
    
    The balance sheet at December 31, 2008 has been derived from the audited financial
statements at that date but does not include all of the information and footnotes required by
accounting principles generally accepted in the United States for complete financial
statements. (1)
    
    Adjusted to reflect the effect of the 2-for-1 stock split in January 2008. See Note 2.
Stock Splitfor additional information.   3




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STANDARD PARKING CORPORATION
 
 CONDENSED CONSOLIDATED STATEMENTS OF INCOME
 (in thousands, except for share and per share data, unaudited)
 Three Months EndedMarch 31, 2009
    
    
    March 31, 2008Parking services revenue:Lease contracts
    
    $
    34,700
    
    
    $
    37,694Management contracts
    
    
    38,293
    
    
    
    35,88072,993
    
    
    
    73,574Reimbursed management contract expense
    
    
    102,558
    
    
    
    99,451Total revenue
    
    
    175,551
    
    
    
    173,025Cost of parking services:Lease contracts
    
    
    32,949
    
    
    
    34,893Management contracts
    
    
    20,391
    
    
    
    17,04653,340
    
    
    
    51,939Reimbursed management contract expense
    
    
    102,558
    
    
    
    99,451Total cost of parking services
    
    
    155,898
    
    
    
    151,390Gross profit:Lease contracts
    
    
    1,751
    
    
    
    2,801Management contracts
    
    
    17,902
    
    
    
    18,834Total gross profit
    
    
    19,653
    
    
    
    21,635General and administrative expenses (1)
    
    
    12,761
    
    
    
    11,411Depreciation and amortization
    
    
    1,487
    
    
    
    1,371Operating income
    
    
    5,405
    
    
    
    8,853Other expenses (income):Interest expense
    
    
    1,436
    
    
    
    1,518Interest income
    
    
    (67
    )
    
    
    (42
    )1,369
    
    
    
    1,476Income before income taxes
    
    
    4,036
    
    
    
    7,377Income tax expense
    
    
    1,574
    
    
    
    2,978Net income
    
    
    2,462
    
    
    
    4,399Less: Net income attributable to noncontrolling interest
    
    
    (64
    )
    
    
    (122
    )Net income attributable to Standard Parking Corporation
    
    $
    2,398
    
    
    $
    4,277Common stock data (2):Net income per share:Basic
    
    $
    0.15
    
    
    $
    0.24Diluted
    
    $
    0.15
    
    
    $
    0.23Weighted average shares outstanding:Basic
    
    
    15,296,282
    
    
    
    18,122,846Diluted
    
    
    15,628,952
    
    
    
    18,534,770
 
 (1)
    
    Non-cash stock based compensation expense of $527 and $53 for the three months ended
March 31, 2009 and 2008, respectively, is included in general and administrative expenses.(2)
    
    Share and per share amounts have been retroactively adjusted for the effect of the
2-for-1 stock split in January 2008. See Note 2. Stock Splitfor additional information.   4




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STANDARD PARKING CORPORATION
 
 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 (in thousands, unaudited)
 Three Months EndedMarch 31, 2009
    
    
    March 31, 2008Operating activities:Net income
    
    $
    2,462
    
    
    $
    4,399Adjustments to reconcile net income to net cash provided by operations:Depreciation and amortization
    
    
    1,390
    
    
    
    1,367Loss on sale of assets
    
    
    82
    
    
    
    4Amortization of debt issuance costs
    
    
    161
    
    
    
    71Non-cash stock-based compensation
    
    
    527
    
    
    
    53Excess tax benefit related to stock option exercises
    
    
    
    
    
    
    (319
    )(Reversal) provision for losses on accounts receivable
    
    
    (36
    )
    
    
    10Deferred income taxes
    
    
    612
    
    
    
    1,717Change in operating assets and liabilities
    
    
    (4,914
    )
    
    
    (3,009
    )Net cash provided by operating activities
    
    
    284
    
    
    
    4,293Investing activities:Acquisitions
    
    
    
    
    
    
    (5,459
    )Purchase of leaseholds improvements and equipment
    
    
    (847
    )
    
    
    (1,052
    )Cost of contracts purchased
    
    
    (604
    )
    
    
    (96
    )Contingent purchase payments
    
    
    (8
    )
    
    
    Net cash used in investing activities
    
    
    (1,459
    )
    
    
    (6,607
    )Financing activities:Repurchase of common stock
    
    
    (3,884
    )
    
    
    (7,799
    )Proceeds from exercise of stock options
    
    
    
    
    
    
    222Tax benefit related to stock option exercises
    
    
    
    
    
    
    319Proceeds from senior credit facility
    
    
    7,150
    
    
    
    12,850Distribution to noncontrolling interest
    
    
    (52
    )
    
    
    (149
    )Payments on long-term borrowings
    
    
    (29
    )
    
    
    (28
    )Payments on capital leases
    
    
    (289
    )
    
    
    (456
    )Net provided by in financing activities
    
    
    2,896
    
    
    
    4,959Effect of exchange rate changes on cash and cash equivalents
    
    
    (234
    )
    
    
    (56
    )Increase in cash and cash equivalents
    
    
    1,487
    
    
    
    2,589Cash and cash equivalents at beginning of period
    
    
    8,301
    
    
    
    8,466Cash and cash equivalents at end of period
    
    $
    9,788
    
    
    $
    11,055Supplemental disclosures:Cash paid during the period for:Interest
    
    $
    1,546
    
    
    $
    1,409Income taxes
    
    
    594
    
    
    
    501
   5




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STANDARD PARKING CORPORATION
 
 NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
 (in thousands, except for share and per share data, unaudited)
 1. Basis of Presentation
   Principles of Consolidation
  Variable Interest Entities
 Commencement of
    
    
    Nature ofEquity
    
    Operations
    
    
    Activities
    
    
    % Ownership
    
    
    LocationsOther investments in VIEs
    
    Sep 93  Jun 08
    
    Management of parking lots, shuttle operations and parking meters
    
    
    50
    %
    
    Various states
  2. Stock Split
  3. Stock-Based Compensation
    6




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Stock Options and Grants
     Performance-Based Incentive Program
   Restricted Stock Units
    4. Net Income Per Common Share
   7




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Three months ended March 31,2009
    
    
    2008Weighted average common shares outstanding  Basic
    
    
    15,296,282
    
    
    
    18,122,846Effect of dilutive options
    
    
    332,670
    
    
    
    411,924Weighted average common shares outstanding  Diluted
    
    
    15,628,952
    
    
    
    18,534,770Net income per share:Basic
    
    $
    0.15
    
    
    $
    0.24Diluted
    
    $
    0.15
    
    
    $
    0.23
    5. Recently Issued Accounting Pronouncements
 Accounting Standards Not Yet Adopted
 Determining Fair Value When the Volume and Level
of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions
That Are Not Orderly, Recognition and Presentation of Other-Than-Temporary Impairments, Interim Disclosures About Fair Value of Financial Instruments, Disclosures about Fair Value of Financial
Instruments
  8




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Accounting Standards Adopted
 Fair Value
Measurements
 Business
Combinations
 Noncontrolling Interests
in Consolidated Financial Statementsan amendment of ARB No. 51
 6. Acquisitions
  
    
    In November 2008, we acquired certain assets of Downtown Valet, LLC, a valet
parking operator in Seattle, Washington.
 
    
    In February 2008, we acquired certain assets of G.O. Parking, a parking operator
in Chicago, Illinois.
     9




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7. Leasehold Improvements, Equipment and Construction in Progress, Net
  Ranges of Estimated useful life
    
    
    March 31, 2009
    
    
    December 31, 2008(Unaudited)Equipment
    
    2-10 years
    
    $
    29,764
    
    
    $
    29,615Leasehold improvements
    
    Shorter of lease term or economic life up to 10 years
    
    
    10,515
    
    
    
    10,340Construction in progress
    
    
    
    
    
    
    6,626
    
    
    
    6,51746,905
    
    
    
    46,472Less accumulated
depreciation and
amortization
    
    
    
    
    
    
    (29,497
    )
    
    
    (28,930
    )Leasehold improvements,
equipment and
construction in
progress, net
    
    
    
    
    
    $
    17,408
    
    
    $
    17,542
  8. Cost of Contracts, Net
   March 31, 2009
    
    
    December 31, 2008(Unaudited)Cost of contracts
    
    $
    15,906
    
    
    $
    15,303Accumulated amortization
    
    
    (4,829
    )
    
    
    (4,431
    )Cost of contracts, net
    
    $
    11,077
    
    
    $
    10,872
   9. Goodwill and Intangible Assets
    Region
    
    
    Region
    
    
    Region
    
    
    RegionOne
    
    
    Two
    
    
    Three
    
    
    Four
    
    
    TotalBalance as of January 1, 2009
    
    $
    58,454
    
    
    $
    15,479
    
    
    $
    27,040
    
    
    $
    22,577
    
    
    $
    123,550Adjustments to purchase price
    
    
    (100
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (100
    )Contingency payments related to acquisitions
    
    
    
    
    
    
    
    
    
    
    8
    
    
    
    
    
    
    
    8Foreign currency translation
    
    
    
    
    
    
    (142
    )
    
    
    
    
    
    
    
    
    
    
    (142
    )Balance as of March 31, 2009
    
    $
    58,354
    
    
    $
    15,337
    
    
    $
    27,048
    
    
    $
    22,577
    
    
    $
    123,316
 10. Long-Term Receivables, Net
  Amount OutstandingMarch 31, 2009
    
    
    December 31, 2008(Unaudited)Bradley International AirportDeficiency payments
    
    $
    7,043
    
    
    $
    5,961Other Bradley related, net
    
    
    3,203
    
    
    
    3,203Valuation allowance
    
    
    (2,484
    )
    
    
    (2,484
    )Total long-term receivables, net
    
    $
    7,762
    
    
    $
    6,680
  10




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Agreement
     
    
    Garage and Surface Operating Expenses,
 
    
    Principal and Interest on Bonds,
 
    
    Trustee Expenses
 
    
    Major Maintenance and Capital Improvement Deposits
 
    
    State Minimum Guarantee
  Deficiency Payments
    11




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March 31, 2009
    
    
    December 31, 2008(Unaudited)Deficiency payments:Balance at beginning of period
    
    $
    5,961
    
    
    $
    4,135Deficiency payments made
    
    
    1,082
    
    
    
    2,153Deficiency repayment received
    
    
    
    
    
    
    (327
    )Balance at end of period
    
    
    7,043
    
    
    
    5,961Other Bradley related
    
    
    3,203
    
    
    
    3,203Valuation allowance
    
    
    (2,484
    )
    
    
    (2,484
    )Total long-term receivables
    
    $
    7,762
    
    
    $
    6,680
  12




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Compensation
    11. Borrowing Arrangements
  Amount OutstandingDue Date
    
    
    March 31, 2009
    
    
    December 31, 2008(Unaudited)Senior credit facility
    
    June 2013
    
    $
    127,750
    
    
    $
    120,600Capital lease obligations
    
    Various
    
    
    2,750
    
    
    
    3,039Obligations on Seller notes and other
    
    Various
    
    
    1,396
    
    
    
    1,425131,896
    
    
    
    125,064Less current portion
    
    
    
    
    
    
    925
    
    
    
    1,068$
    130,971
    
    
    $
    123,996
 Senior Credit Facility
        13




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12. Stock Repurchases
 2009 Stock Repurchases
    2008 Stock Repurchases
   13. Business Unit Segment Information
 Disclosures about Segments of an Enterprise and Related Information
    14




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For the three months endedMarch 31, 2009
    
    
    
    
    
    March 31, 2008Gross Margin
    
    
    
    
    
    Gross MarginRevenues:Region OneLease contracts
    
    $
    16,980
    
    
    
    
    
    
    $
    16,847Management contracts
    
    
    12,665
    
    
    
    
    
    
    
    12,147Total Region One
    
    
    29,645
    
    
    
    
    
    
    
    28,994Region TwoLease contracts
    
    
    3,702
    
    
    
    
    
    
    
    3,653Management contracts
    
    
    5,109
    
    
    
    
    
    
    
    4,547Total Region Two
    
    
    8,811
    
    
    
    
    
    
    
    8,200Region ThreeLease contracts
    
    
    4,081
    
    
    
    
    
    
    
    4,980Management contracts
    
    
    12,124
    
    
    
    
    
    
    
    11,690Total Region Three
    
    
    16,205
    
    
    
    
    
    
    
    16,670Region FourLease contracts
    
    
    9,913
    
    
    
    
    
    
    
    12,162Management contracts
    
    
    8,317
    
    
    
    
    
    
    
    7,788Total Region Four
    
    
    18,230
    
    
    
    
    
    
    
    19,950OtherLease contracts
    
    
    24
    
    
    
    
    
    
    
    52Management contracts
    
    
    78
    
    
    
    
    
    
    
    (292
    )Total Other
    
    
    102
    
    
    
    
    
    
    
    (240
    )Reimbursed expense
    
    
    102,558
    
    
    
    
    
    
    
    99,451Total revenues
    
    $
    175,551
    
    
    
    
    
    
    $
    173,025Gross ProfitRegion OneLease contracts
    
    
    602
    
    
    
    4
    %
    
    
    844
    
    
    
    5
    %Management contracts
    
    
    6,553
    
    
    
    52
    %
    
    
    6,730
    
    
    
    55
    %Total Region One
    
    
    7,155
    
    
    
    
    
    
    
    7,574Region TwoLease contracts
    
    
    242
    
    
    
    7
    %
    
    
    586
    
    
    
    16
    %Management contracts
    
    
    2,336
    
    
    
    46
    %
    
    
    2,691
    
    
    
    59
    %Total Region Two
    
    
    2,578
    
    
    
    
    
    
    
    3,277Region ThreeLease contracts
    
    
    344
    
    
    
    8
    %
    
    
    (34
    )
    
    
    (1
    )%Management contracts
    
    
    5,298
    
    
    
    44
    %
    
    
    5,360
    
    
    
    46
    %Total Region Three
    
    
    5,642
    
    
    
    
    
    
    
    5,326Region FourLease contracts
    
    
    522
    
    
    
    5
    %
    
    
    1,271
    
    
    
    10
    %Management contracts
    
    
    4,090
    
    
    
    49
    %
    
    
    3,573
    
    
    
    46
    %Total Region Four
    
    
    4,612
    
    
    
    
    
    
    
    4,844OtherLease contracts
    
    
    41
    
    
    
    171
    %
    
    
    134
    
    
    
    258
    %Management contracts
    
    
    (375
    )
    
    
    (481
    )%
    
    
    480
    
    
    
    (188
    )%Total Other
    
    
    (334
    )
    
    
    
    
    
    
    614Total gross profit
    
    
    19,653
    
    
    
    
    
    
    
    21,635General and administrative expenses
    
    
    12,761
    
    
    
    
    
    
    
    11,411General and administrative expense percentage of gross profit
    
    
    65
    %
    
    
    
    
    
    
    53
    %Depreciation and amortization
    
    
    1,487
    
    
    
    
    
    
    
    1,371Operating income
    
    
    5,405
    
    
    
    
    
    
    
    8,853Other expenses (income):Interest expense
    
    
    1,436
    
    
    
    
    
    
    
    1,518Interest income
    
    
    (67
    )
    
    
    
    
    
    
    (42
    )1,369
    
    
    
    
    
    
    
    1,476Income before income taxes
    
    
    4,036
    
    
    
    
    
    
    
    7,377Income tax expense
    
    
    1,574
    
    
    
    
    
    
    
    2,978Net income
    
    
    2,462
    
    
    
    
    
    
    
    4,399Less: Net income attributable to noncontrolling interest
    
    
    (64
    )
    
    
    
    
    
    
    (122
    )Net income attributable to Standard Parking Corporation
    
    $
    2,398
    
    
    
    
    
    
    $
    4,277
  15




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14. Comprehensive Income
  For the three months endedMarch 31, 2009
    
    
    March 31, 2008(Unaudited)Net income
    
    $
    2,462
    
    
    $
    4,399Revaluation of interest rate cap
    
    
    
    
    
    
    95Effect of foreign currency translation
    
    
    (234
    )
    
    
    (55
    )Comprehensive income
    
    
    2,228
    
    
    
    4,439Less: Net income attributable to
noncontrolling interest
    
    
    (64
    )
    
    
    (122
    )Comprehensive income attributable to
Standard Parking Corporation
    
    $
    2,164
    
    
    $
    4,317
 15. Income Taxes
  Accounting for Uncertainty in Income Taxes. Accounting for Income Taxes
  16




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2004  2008
    
    United States  federal income tax2003  2008
    
    United States  state and local income tax2004  2008
    
    Canada
 16. Hurricane Katrina
   17




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Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
 The following discussion will assist in understanding our financial position and results of
operations. The information below should be read in conjunction with the consolidated financial
statements, the related notes to the consolidated financial statements and our Form 10-K for the
year ended December 31, 2008.
 In addition to historical information, this Quarterly Report on Form 10-Q contains
forward-looking statements that involve risks and uncertainties that could cause actual results to
differ materially. Factors that might cause or contribute to such differences include, but are not
limited to, those discussed in Managements Discussion and Analysis of Financial Condition and
Results of Operations as well as in this Quarterly Report generally. You should carefully review
the risks described in this Quarterly Report as well as the risks described in other documents
filed by us and from time to time with the Securities and Exchange Commission. In addition, when
used in this Quarterly Report, the words anticipates, plans, believes, estimates, and
expects and similar expressions are generally intended to identify forward-looking statements.
Such statements are subject to a number of risks and uncertainties. Our actual results, performance
or achievements could differ materially from the results expressed in, or implied by these
forward-looking statements or us. We undertake no obligation to revise these forward-looking
statements to reflect any future events or circumstances.
 We continue to be subject to certain factors that could cause our results to differ materially
from expected and historical results (see the Risk Factors set forth in our 2008 Form 10-K filed
on March 13, 2009 and this Form 10-Q ).
 Overview
 Our Business
    General Business Trends
   18




---



##### Table of Contents



Summary of Operating Facilities
  March 31, 2009
    
    
    December 31, 2008
    
    
    March 31, 2008Managed facilities
    
    
    1,960
    
    
    
    1,986
    
    
    
    1,966Leased facilities
    
    
    225
    
    
    
    229
    
    
    
    244Total facilities
    
    
    2,185
    
    
    
    2,215
    
    
    
    2,210
 Revenue
  
    
    Parking services revenuelease contracts. Parking services revenues related to lease
contracts consist of all revenue received at a leased facility, including parking
receipts (net of parking tax), consulting and real estate development fees, gains on
sales of contracts and payments for exercising termination rights.
 
    
    Parking services revenuemanagement contracts.Management contract revenue consists
of management fees, including both fixed and performance-based fees, and amounts
attributable to ancillary services such as accounting, equipment leasing, payments
received for exercising termination rights, consulting, developmental fees, gains on
sales of contracts,as well as insurance and other value-added services with respect to
managed locations. We believe we generally purchase required insurance at lower rates
than our clients can obtain on their own because we effectively self-insure for all
liability and workers compensation claims by maintaining a large per-claim deductible.
As a result, we have generated operating income on the insurance provided under our
management contracts by focusing on our risk management efforts and controlling losses.
Management contract revenues do not include gross customer collections at the managed
locations as this revenue belongs to the property owner rather than to us. Management
contracts generally provide us with a management fee regardless of the operating
performance of the underlying facility.
  Reimbursement of Management Contract Expense
  Cost of Parking Services
  
    
    Cost of parking serviceslease contracts.The cost of parking services under a lease
arrangement consists of contractual rental fees paid to the facility owner and all operating
expenses incurred in connection with operating the leased facility. Contractual fees paid to the
facility owner are generally based on either a fixed contractual amount or a percentage of gross
revenue or a combination thereof. Generally, under a lease arrangement we are not responsible for
major capital expenditures or real estate taxes.
 
    
    Cost of parking servicesmanagement contracts.The cost of parking services under a
management contract is generally the responsibility of the facility owner. As a result, these costs
are not included in our results of operations. However, our reverse
management contracts, which typically provide for larger management fees, do require us to pay
for certain costs.
  19




---



##### Table of Contents



Gross Profit
  General and Administrative Expenses
  Depreciation and Amortization
  Valuation Allowance Related to Long-Term Receivables
  Seasonality
   20




---



##### Table of Contents



Results of Operations
 Three Months ended March 31, 2009 Compared to Three Months ended March 31, 2008
  Three Months EndedMarch 31,
    
    
    Variance2009
    
    
    2008
    
    
    Amount
    
    
    %(in millions)Lease contract revenue:New location
    
    $
    2.4
    
    
    $
    0.2
    
    
    $
    2.2
    
    
    
    1100.0Contract expirations
    
    
    0.3
    
    
    
    2.4
    
    
    
    (2.1
    )
    
    
    (87.5
    )Same location:Short-term parking
    
    
    20.3
    
    
    
    22.2
    
    
    
    (1.9
    )
    
    
    (8.6
    )Monthly parking
    
    
    9.5
    
    
    
    10.0
    
    
    
    (0.5
    )
    
    
    (5.0
    )Total same location
    
    
    29.8
    
    
    
    32.2
    
    
    
    (2.4
    )
    
    
    (7.5
    )Conversions
    
    
    
    
    
    
    1.6
    
    
    
    (1.6
    )
    
    
    (100.0
    )Acquisitions
    
    
    2.2
    
    
    
    1.3
    
    
    
    0.9
    
    
    
    69.2Total lease contract revenue
    
    $
    34.7
    
    
    $
    37.7
    
    
    $
    (3.0
    )
    
    
    (8.0
    )Management contract revenue:New location
    
    $
    3.0
    
    
    $
    0.3
    
    
    $
    2.7
    
    
    
    900.0Contract expirations
    
    
    0.4
    
    
    
    4.8
    
    
    
    (4.4
    )
    
    
    (91.7
    )Same location
    
    
    31.9
    
    
    
    28.6
    
    
    
    3.3
    
    
    
    11.5Conversions
    
    
    0.1
    
    
    
    
    
    
    
    0.1
    
    
    
    100.0Acquisitions
    
    
    2.9
    
    
    
    2.2
    
    
    
    0.7
    
    
    
    31.8Total management contract revenue
    
    $
    38.3
    
    
    $
    35.9
    
    
    $
    2.4
    
    
    
    6.7Reimbursement of management contract expense
    
    $
    102.3
    
    
    $
    99.5
    
    
    $
    2.8
    
    
    
    2.8
 Parking services revenuelease contracts.
 Parking services revenuemanagement contracts.
 Reimbursement of management contract expense.
  21




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##### Table of Contents



Three Months EndedMarch 31,
    
    
    Variance2009
    
    
    2008
    
    
    Amount
    
    
    %(in millions)Cost of parking services lease contracts:New location
    
    $
    2.4
    
    
    $
    0.2
    
    
    $
    2.2
    
    
    
    1100.0Contract expirations
    
    
    0.3
    
    
    
    2.3
    
    
    
    (2.0
    )
    
    
    (87.0
    )Same location:Rent
    
    
    21.1
    
    
    
    22.5
    
    
    
    (1.4
    )
    
    
    (6.2
    )Payroll and payroll related
    
    
    4.0
    
    
    
    4.4
    
    
    
    (0.4
    )
    
    
    (9.1
    )Other operating costs
    
    
    2.8
    
    
    
    2.8
    
    
    
    
    
    
    
    Total same location
    
    
    27.9
    
    
    
    29.7
    
    
    
    (1.8
    )
    
    
    (6.1
    )Conversions
    
    
    
    
    
    
    1.4
    
    
    
    (1.4
    )
    
    
    (100.0
    )Acquisitions
    
    
    2.3
    
    
    
    1.3
    
    
    
    1.0
    
    
    
    76.9Total cost of parking services lease contracts
    
    $
    32.9
    
    
    $
    34.9
    
    
    $
    (2.0
    )
    
    
    5.7Cost of parking services management contracts:New locations
    
    $
    1.5
    
    
    $
    0.2
    
    
    $
    1.3
    
    
    
    650.0Contract expirations
    
    
    0.4
    
    
    
    3.0
    
    
    
    (2.6
    )
    
    
    (86.7
    )Same location:Payroll and payroll related
    
    
    8.2
    
    
    
    7.3
    
    
    
    0.9
    
    
    
    12.3Other operating expenses
    
    
    8.2
    
    
    
    5.1
    
    
    
    3.1
    
    
    
    60.8Total same location
    
    
    16.4
    
    
    
    12.4
    
    
    
    4.0
    
    
    
    32.3Conversions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Acquisitions
    
    
    2.1
    
    
    
    1.4
    
    
    
    0.7
    
    
    
    50.0Total cost of parking services management contracts
    
    $
    20.4
    
    
    $
    17.0
    
    
    $
    3.4
    
    
    
    20.0Reimbursed management contract expense
    
    $
    102.6
    
    
    $
    99.5
    
    
    $
    3.1
    
    
    
    3.1
 Cost of parking serviceslease contracts.
 Cost of parking servicesmanagement contracts.
 Reimbursed management contract expense.
  22




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##### Table of Contents



Three Months EndedMarch 31,
    
    
    Variance2009
    
    
    2008
    
    
    Amount
    
    
    %(in millions)Gross profit lease contracts:New location
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    
    Contract expirations
    
    
    
    
    
    
    0.1
    
    
    
    (0.1
    )
    
    
    (100.0
    )Same location
    
    
    1.9
    
    
    
    2.5
    
    
    
    (0.6
    )
    
    
    (24.0
    )Conversions
    
    
    
    
    
    
    0.2
    
    
    
    (0.2
    )
    
    
    (100.0
    )Acquisitions
    
    
    (0.1
    )
    
    
    
    
    
    
    (0.1
    )
    
    
    (100.0
    )Total gross profit lease contracts
    
    $
    1.8
    
    
    $
    2.8
    
    
    $
    (1.0
    )
    
    
    (35.7
    )Gross profit percentage lease contracts:New location
    
    
    
    %
    
    
    
    %Contract expirations
    
    
    
    %
    
    
    4.2
    %Same location
    
    
    6.4
    %
    
    
    7.8
    %Conversions
    
    
    
    %
    
    
    12.5
    %Acquisitions
    
    
    (4.5
    )%
    
    
    
    %Total gross profit percentage lease contracts
    
    
    5.2
    %
    
    
    7.4
    %Gross profit management contracts:New location
    
    $
    1.5
    
    
    $
    0.1
    
    
    $
    1.4
    
    
    
    1400.0Contract expirations
    
    
    
    
    
    
    1.8
    
    
    
    (1.8
    )
    
    
    (100.0
    )Same location
    
    
    15.5
    
    
    
    16.2
    
    
    
    (0.7
    )
    
    
    (4.3
    )Conversions
    
    
    0.1
    
    
    
    
    
    
    
    0.1
    
    
    
    100.0Acquisitions
    
    
    0.8
    
    
    
    0.8
    
    
    
    
    
    
    
    Total gross profit management contracts
    
    $
    17.9
    
    
    $
    18.9
    
    
    $
    (1.0
    )
    
    
    (5.3
    )Gross profit percentage management contracts:New location
    
    
    50.0
    %
    
    
    33.3
    %Contract expirations
    
    
    
    %
    
    
    37.5
    %Same location
    
    
    48.6
    %
    
    
    56.6
    %Conversions
    
    
    100.0
    %
    
    
    
    %Acquisitions
    
    
    27.6
    %
    
    
    36.4
    %Total gross profit percentage management contracts
    
    
    46.7
    %
    
    
    52.6
    %
 Gross profitlease contracts.
  23




---



##### Table of Contents



Gross profitmanagement contracts.
 General and administrative expenses.
 Interest expense.
 Interest income.
 Income tax expense.
 Segments
 Disclosures about Segments of an Enterprise and Related Information
        24




---



##### Table of Contents



Three Months Ended March 31,Region One
    
    
    Region Two
    
    
    Region Three
    
    
    Region Four
    
    
    Other
    
    
    Total2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008(in millions)Lease contract revenue:New location
    
    $
    0.7
    
    
    $
    
    
    
    $
    1.0
    
    
    $
    0.2
    
    
    $
    0.7
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    2.4
    
    
    $
    0.2Contract expirations
    
    
    0.1
    
    
    
    0.8
    
    
    
    
    
    
    
    0.2
    
    
    
    0.2
    
    
    
    1.4
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.3
    
    
    
    2.4Same location
    
    
    14.1
    
    
    
    14.3
    
    
    
    2.7
    
    
    
    3.3
    
    
    
    3.1
    
    
    
    3.5
    
    
    
    9.9
    
    
    
    11.1
    
    
    
    
    
    
    
    
    
    
    
    29.8
    
    
    
    32.2Conversions
    
    
    
    
    
    
    0.5
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1.1
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1.6Acquisitions
    
    
    2.1
    
    
    
    1.2
    
    
    
    
    
    
    
    
    
    
    
    0.1
    
    
    
    0.1
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2.2
    
    
    
    1.3Total lease contract revenue
    
    $
    17.0
    
    
    $
    16.8
    
    
    $
    3.7
    
    
    $
    3.7
    
    
    $
    4.1
    
    
    $
    5.0
    
    
    $
    9.9
    
    
    $
    12.2
    
    
    $
    
    
    
    $
    
    
    
    $
    34.7
    
    
    $
    37.7Management contract revenue:New location
    
    $
    0.7
    
    
    $
    0.2
    
    
    $
    0.3
    
    
    $
    
    
    
    $
    1.4
    
    
    $
    0.1
    
    
    $
    0.6
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    3.0
    
    
    $
    0.3Contract expirations
    
    
    0.2
    
    
    
    1.4
    
    
    
    
    
    
    
    1.7
    
    
    
    0.2
    
    
    
    1.6
    
    
    
    
    
    
    
    0.1
    
    
    
    
    
    
    
    
    
    
    
    0.4
    
    
    
    4.8Same location
    
    
    10.8
    
    
    
    10.0
    
    
    
    4.8
    
    
    
    2.8
    
    
    
    8.6
    
    
    
    8.4
    
    
    
    7.7
    
    
    
    7.7
    
    
    
    
    
    
    
    (0.3
    )
    
    
    31.9
    
    
    
    28.6Conversions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.1
    
    
    
    
    
    
    
    0.1
    
    
    
    Acquisitions
    
    
    1.0
    
    
    
    0.6
    
    
    
    
    
    
    
    
    
    
    
    1.9
    
    
    
    1.6
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2.9
    
    
    
    2.2Total management contract revenue
    
    $
    12.7
    
    
    $
    12.2
    
    
    $
    5.1
    
    
    $
    4.5
    
    
    $
    12.1
    
    
    $
    11.7
    
    
    $
    8.3
    
    
    $
    7.8
    
    
    $
    0.1
    
    
    $
    (0.3
    )
    
    $
    38.3
    
    
    $
    35.9
    Three Months March 31,Region One
    
    
    Region Two
    
    
    Region Three
    
    
    Region Four
    
    
    Other
    
    
    Total2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008(in millions)Cost of parking services lease contracts:New location
    
    $
    0.6
    
    
    $
    
    
    
    $
    1.1
    
    
    $
    0.3
    
    
    $
    0.7
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    (0.1
    )
    
    $
    2.4
    
    
    $
    0.2Contract expirations
    
    
    0.2
    
    
    
    0.8
    
    
    
    
    
    
    
    0.1
    
    
    
    0.1
    
    
    
    1.4
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.3
    
    
    
    2.3Same location
    
    
    13.2
    
    
    
    13.6
    
    
    
    2.4
    
    
    
    2.7
    
    
    
    2.9
    
    
    
    3.2
    
    
    
    9.4
    
    
    
    10.2
    
    
    
    
    
    
    
    
    
    
    
    27.9
    
    
    
    29.7Conversions
    
    
    
    
    
    
    0.4
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.3
    
    
    
    
    
    
    
    0.7
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1.4Acquisitions
    
    
    2.2
    
    
    
    1.2
    
    
    
    
    
    
    
    
    
    
    
    0.1
    
    
    
    0.1
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2.3
    
    
    
    1.3Total cost of parking services lease
contracts
    
    $
    16.2
    
    
    $
    16.0
    
    
    $
    3.5
    
    
    $
    3.1
    
    
    $
    3.8
    
    
    $
    5.0
    
    
    $
    9.4
    
    
    $
    10.9
    
    
    $
    
    
    
    $
    (0.1
    )
    
    $
    32.9
    
    
    $
    34.9Cost of parking services
management contracts:New location
    
    $
    0.2
    
    
    $
    0.2
    
    
    $
    0.3
    
    
    $
    
    
    
    $
    0.7
    
    
    $
    
    
    
    $
    0.3
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    1.5
    
    
    $
    0.2Contract expirations
    
    
    0.3
    
    
    
    0.7
    
    
    
    
    
    
    
    1.3
    
    
    
    0.1
    
    
    
    0.9
    
    
    
    
    
    
    
    0.1
    
    
    
    
    
    
    
    
    
    
    
    0.4
    
    
    
    3.0Same location
    
    
    5.2
    
    
    
    4.5
    
    
    
    2.6
    
    
    
    0.4
    
    
    
    4.3
    
    
    
    4.2
    
    
    
    3.9
    
    
    
    4.1
    
    
    
    0.4
    
    
    
    (0.8
    )
    
    
    16.4
    
    
    
    12.4Conversions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Acquisitions
    
    
    0.5
    
    
    
    0.2
    
    
    
    
    
    
    
    
    
    
    
    1.6
    
    
    
    1.2
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2.1
    
    
    
    1.4Total cost of parking services
management contracts
    
    $
    6.2
    
    
    $
    5.6
    
    
    $
    2.9
    
    
    $
    1.7
    
    
    $
    6.7
    
    
    $
    6.3
    
    
    $
    4.2
    
    
    $
    4.2
    
    
    $
    0.4
    
    
    $
    (0.8
    )
    
    $
    20.4
    
    
    $
    17.0
   25




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##### Table of Contents



Three Months Ended March 31,Region One
    
    
    Region Two
    
    
    Region Three
    
    
    Region Four
    
    
    Other
    
    
    Total2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008(in millions)Gross profit lease contracts:New location
    
    $
    0.1
    
    
    $
    
    
    
    $
    (0.1
    )
    
    $
    (0.1
    )
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    0.1
    
    
    $
    
    
    
    $
    Contract expirations
    
    
    (0.1
    )
    
    
    
    
    
    
    
    
    
    
    0.1
    
    
    
    0.1
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.1Same location
    
    
    0.9
    
    
    
    0.7
    
    
    
    0.3
    
    
    
    0.6
    
    
    
    0.2
    
    
    
    0.3
    
    
    
    0.5
    
    
    
    0.9
    
    
    
    
    
    
    
    
    
    
    
    1.9
    
    
    
    2.5Conversions
    
    
    
    
    
    
    0.1
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (0.3
    )
    
    
    
    
    
    
    0.4
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.2Acquisitions
    
    
    (0.1
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (0.1
    )
    
    
    Total gross profit lease contracts
    
    $
    0.8
    
    
    $
    0.8
    
    
    $
    0.2
    
    
    $
    0.6
    
    
    $
    0.3
    
    
    $
    
    
    
    $
    0.5
    
    
    $
    1.3
    
    
    $
    
    
    
    $
    0.1
    
    
    $
    1.8
    
    
    $
    2.8(percentages)Gross profit percentage
lease contracts:New location
    
    
    14.3
    
    
    
    
    
    
    
    (10.0
    )
    
    
    (50.0
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Contract expirations
    
    
    (100.0
    )
    
    
    
    
    
    
    
    
    
    
    50.0
    
    
    
    50.0
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4.2Same location
    
    
    6.4
    
    
    
    4.9
    
    
    
    11.1
    
    
    
    18.2
    
    
    
    6.5
    
    
    
    8.6
    
    
    
    5.1
    
    
    
    8.1
    
    
    
    
    
    
    
    
    
    
    
    6.4
    
    
    
    7.8Conversions
    
    
    
    
    
    
    20.0
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    36.4
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    12.5Acquisitions
    
    
    (4.8
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4.5
    )
    
    
    Total gross profit percentage
    
    
    4.7
    
    
    
    4.8
    
    
    
    5.4
    
    
    
    16.2
    
    
    
    7.3
    
    
    
    
    
    
    
    5.1
    
    
    
    10.7
    
    
    
    
    
    
    
    
    
    
    
    5.2
    
    
    
    7.4(in millions)Gross profit management contracts:New location
    
    $
    0.5
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    0.7
    
    
    $
    0.1
    
    
    $
    0.3
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    1.5
    
    
    $
    0.1Contract expirations
    
    
    (0.1
    )
    
    
    0.7
    
    
    
    
    
    
    
    0.4
    
    
    
    0.1
    
    
    
    0.7
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1.8Same location
    
    
    5.6
    
    
    
    5.5
    
    
    
    2.2
    
    
    
    2.4
    
    
    
    4.3
    
    
    
    4.2
    
    
    
    3.8
    
    
    
    3.6
    
    
    
    (0.4
    )
    
    
    0.5
    
    
    
    15.5
    
    
    
    16.2Conversions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.1
    
    
    
    
    
    
    
    0.1
    
    
    
    Acquisitions
    
    
    0.5
    
    
    
    0.4
    
    
    
    
    
    
    
    
    
    
    
    0.3
    
    
    
    0.4
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.8
    
    
    
    0.8Total gross profit management
contracts
    
    $
    6.5
    
    
    $
    6.6
    
    
    $
    2.2
    
    
    $
    2.8
    
    
    $
    5.4
    
    
    $
    5.4
    
    
    $
    4.1
    
    
    $
    3.6
    
    
    $
    (0.3
    )
    
    $
    0.5
    
    
    $
    17.9
    
    
    $
    18.9(percentages)Gross profit percentage
management contracts:New location
    
    
    71.4
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    50.0
    
    
    
    100.0
    
    
    
    50.0
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    50.0
    
    
    
    33.3Contract expirations
    
    
    (50.0
    )
    
    
    50.0
    
    
    
    
    
    
    
    23.5
    
    
    
    50.0
    
    
    
    43.8
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    37.5Same location
    
    
    51.9
    
    
    
    55.0
    
    
    
    45.8
    
    
    
    85.7
    
    
    
    50.0
    
    
    
    50.0
    
    
    
    49.4
    
    
    
    46.8
    
    
    
    
    
    
    
    (166.7
    )
    
    
    48.6
    
    
    
    56.6Conversions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    100.0
    
    
    
    
    
    
    
    100.0
    
    
    
    Acquisitions
    
    
    50.0
    
    
    
    66.7
    
    
    
    
    
    
    
    
    
    
    
    15.8
    
    
    
    25.0
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    27.6
    
    
    
    36.4Total gross profit percentage
    
    
    51.2
    
    
    
    54.1
    
    
    
    43.1
    
    
    
    62.2
    
    
    
    44.6
    
    
    
    46.2
    
    
    
    49.4
    
    
    
    46.2
    
    
    
    (300.0
    )
    
    
    (166.7
    )
    
    
    46.7
    
    
    
    52.6
    26




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##### Table of Contents



Three Months Ended March 31,Region One
    
    
    Region Two
    
    
    Region Three
    
    
    Region Four
    
    
    Other
    
    
    Total2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008(in millions)General and administrative expenses
    
    $
    2.1
    
    
    $
    2.1
    
    
    $
    1.3
    
    
    $
    0.9
    
    
    $
    2.9
    
    
    $
    2.8
    
    
    $
    0.8
    
    
    $
    0.7
    
    
    $
    5.7
    
    
    $
    4.9
    
    
    $
    12.8
    
    
    $
    11.4
  Liquidity and Capital Resources
 Outstanding Indebtedness
  
    
    $127.8 million under our senior credit facility; and
 
    
    $4.1 million of other debt including capital lease obligations and obligations on
seller notes and other indebtedness.
  Senior Credit Facility
       27




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##### Table of Contents



Interest Rate Cap Transactions
     Stock Repurchases
 2009 Stock Repurchases
    2008 Stock Repurchases
   Letters of Credit
   28




---



##### Table of Contents



Deficiency Payments
   Daily Cash Collections
   Net Cash Provided by Operating Activities
    29




---



##### Table of Contents



Net Cash Used in Investing Activities
   Net Cash Provided by Financing Activities
   Cash and Cash Equivalents
  
 Item 3. Quantitative and Qualitative Disclosures about Market Risk
 Interest Rates
       30




---



##### Table of Contents



Foreign Currency Risk
  
 Item 4. Controls and Procedures
 Evaluation of Disclosure Controls and Procedures
  Changes in Internal Controls Over Financial Reporting
  Limitations of the Effectiveness of Internal Control
   31




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##### Table of Contents



PART II. OTHER INFORMATION
 
 Item 1A. Risk Factors
  Adverse economic and demographic trends could materially adversely affect our business.
     The recession could negatively impact results and our ability to give accurate guidance
  Because our business is affected by seasonal trends, typically in the first quarter of each year,
our results can fluctuate from period to period, which could make it difficult to evaluate our
business or cause instability in the market price of our common stock.
  
    
    reduced levels of travel during the first quarter of each year, which is reflected in lower
revenue from airport and hotel parking; and
 
    
    increases in certain costs of parking services, such as snow removal.
  Our ability to expand our business will be dependent upon the availability of adequate capital and
economic conditions.
   32




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##### Table of Contents



The offer or sale of a substantial amount of our common stock by our controlling stockholder could
have an adverse impact on the market price of our common stock.
   
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
 Purchases of Equity Securities by the Company
  Total Number of
    
    
    Maximum DollarTotal
    
    
    
    
    
    
    Shares Purchased as
    
    
    Value of Shares thatNumber of
    
    
    Average
    
    
    Part of Publicly
    
    
    May Yet Be PurchasedShares
    
    
    Price Paid
    
    
    Announced Plans or
    
    
    Under the Plan orQuarter Ended March 31, 2009
    
    Purchased
    
    
    per Share
    
    
    Programs
    
    
    ProgramFrom January 1 to January 31
    
    
    168,033
    
    
    $
    17.81
    
    
    
    168,033
    
    
    $
    19,864From February 1 to February 28
    
    
    45,268
    
    
    
    19.71
    
    
    
    45,268
    
    
    
    18,973From March 1 to March 31
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    18,973Total for the quarter ended March 31
    
    
    213,301
    
    
    $
    18.21
    
    
    
    213,301
    
    
    $
    18,973
     33




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##### Table of Contents



Item 6. Exhibits
 ExhibitNumber
    
    Description31.1
    
    
    Section 302 Certification dated May 7, 2009 for James A. Wilhelm, Director, President and Chief Executive Officer31.2
    
    
    Section 302 Certification dated May 7, 2009 for G. Marc Baumann, Executive Vice President, Chief Financial
Officer and Treasurer (Principal Financial Officer)31.3
    
    
    Section 302 Certification dated May 7, 2009 for Daniel R. Meyer, Senior Vice President, Corporate Controller and
Assistant Treasurer (Principal Accounting Officer)32.1
    
    
    Certification pursuant to 18 USC Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002, dated May 7, 2009
  34




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##### Table of Contents



SIGNATURES
  STANDARD PARKING CORPORATIONDated: May 7, 2009
    By:
    /s/ JAMES A. WILHELMJames A. WilhelmDirector, President and Chief
Executive  Officer(Principal Executive Officer)Dated: May 7, 2009
    By:
    /s/ G. MARC BAUMANNG. Marc BaumannExecutive Vice President, Chief Financial 
Officer and Treasurer(Principal Financial Officer)Dated: May 7, 2009
    By:
    /s/ DANIEL R. MEYERDaniel R. Meyer
Senior Vice President,
 Corporate Controller
and Assistant Treasurer(Principal Accounting Officer and
 Duly Authorized Officer)  35




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##### Table of Contents



INDEX TO EXHIBITS
 ExhibitNumber
    
    Description31.1
    
    
    Section 302 Certification dated May 7, 2009 for James A. Wilhelm, Director, President and Chief Executive Officer31.2
    
    
    Section 302 Certification dated May 7, 2009 for G. Marc Baumann, Executive Vice President, Chief Financial
Officer and Treasurer (Principal Financial Officer)31.3
    
    
    Section 302 Certification dated May 7, 2009 for Daniel R. Meyer, Senior Vice President, Corporate Controller and
Assistant Treasurer (Principal Accounting Officer)32.1
    
    
    Certification pursuant to 18 USC Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002, dated May 7, 2009
  36