##### Table of Contents



UNITED STATES SECURITIES AND
    EXCHANGE COMMISSIONWashington, D.C.
    20549
    Form 10-K
  ANNUAL REPORT PURSUANT TO
    SECTIONS 13 OR
 15(d) OF THE SECURITIES
    EXCHANGE ACT OF 1934
  þ

ANNUAL REPORT PURSUANT TO
    SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
    1934For the fiscal year ended June
    30, 2007oro

TRANSITION REPORT PURSUANT TO
    SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
    1934For the transition period
    from          to   COMMISSION FILE NUMBER:
    000-27577
    HARRIS INTERACTIVE
    INC.
 (Exact Name of Registrant as
    Specified in its Charter)
  DELAWARE

16-1538028(State or Other Jurisdiction
    of
    Incorporation or Organization)

(I.R.S. Employer
    Identification No.)60 Corporate Woods,
    Rochester, New York

14623(zip code)(Address of principal executive
    offices)   Registrants telephone number, including area code:
 (585) 272-8400
  Securities registered pursuant to Section 12(b) of the
    Act:
  Title of Each
    Class

Name of Each
    Exchange on Which RegisteredCommon Stock, $0.001 par
    value per share

The NASDAQ Stock Market LLC   Securities registered pursuant to Section 12(g) of the
    Act:
   o þ
  o þ
  þ o
  Regulation S-K Form 10-K Form 10-K. o
  Rule 12b-2
 o þ o
  Rule 12b-2 o þ
      DOCUMENTS
    INCORPORATED BY REFERENCE




---



##### 



HARRIS
    INTERACTIVE INC.
  FORM 10-K
  FOR THE FISCAL
    YEAR ENDED JUNE 30, 2007
  INDEX
   
 PagePart I:Safe
    Harbor Statement under the Private Securities Litigation
    Reform Act of 1995


3Item 1:


Business


3Item 1A:


Risk
    Factors


15Item 1B:


Unresolved Staff
    Comments


23Item 2:


Properties


23Item 3:


Legal
    Proceedings


23Item 4:


Submission of
    Matters to a Vote of Security Holders


23Part II:Item 5:


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


24Item 6:


Selected Financial
    Data


27Item 7:


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


28Item 7A:


Quantitative and
    Qualitative Disclosures About Market Risk


48Item 8:


Financial
    Statements and Supplementary Data


50Item 9:


Changes in and
    Disagreements with Accountants on Accounting and Financial
    Disclosure


90Item 9A:


Controls and
    Procedures


90Item 9B:


Other
    Information


91Part III:Item 10:


Directors,
    Executive Officers and Corporate Governance


91Item 11:


Executive
    Compensation


92Item 12:


Security Ownership
    of Certain Beneficial Owners and Management and Related
    Stockholder Matters


92Item 13:


Certain
    Relationships and Related Transactions, and Director
    Independence


92Item 14:


Principal
    Accountant Fees and Services


92Part IV:Item 15:


Exhibits and
    Financial Statement Schedules


93Signatures


95EX-10.1.11EX-10.4.2EX-10.4.34EX-10.4.43EX-10.4.48EX-10.4.53EX-10.7.9EX-21EX-23EX-31.1EX-31.2EX-32.1EX-32.2   2




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##### Table of Contents



PART I
  Safe
    Harbor Statement Under the Private Securities Litigation
    Reform Act of 1995
  Form 10-K Form 10-K Form 10-K.
  Item 1.
    Business  ® The Harris
    Poll ® Form 10-K
  Corporate
    Overview
  The Harris Poll
  Inside
    Research Inside Research
    Mergers,
    Acquisitions and Sale of Business
    
    February 2001  the custom research division of
    Yankelovich Partners, Inc., headquartered in Norwalk,
    Connecticut,
    August 2001  all of the capital stock of Market
    Research Solutions Limited, a privately-owned U.K. company
    headquartered in Oxford, England,
    September 2001  all of the capital stock of M&A
    Create Limited, a privately-owned company headquartered in
    Tokyo, Japan, 3




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##### Table of Contents




    November 2001  all of the capital stock of Total
    Research Corporation, a Delaware corporation headquartered in
    Princeton, New Jersey,
    March 2004  all of the capital stock of Novatris,
    S.A. (Novatris), a share corporation organized and
    existing under the laws of France,
    September 2004  all of the capital stock of Wirthlin
    Worldwide, Inc. (Wirthlin), a privately-held
    California corporation headquartered in Reston,
    Virginia, and
    April 2007  all of the capital stock of MediaTransfer
    AG Netresearch & Consulting
    (MediaTransfer), a privately-held German stock
    corporation headquartered in Hamburg, Germany.  Form 10-K:
  
    August 2007  all of the capital stock of Marketshare
    Limited, a company incorporated under the laws of Hong Kong, and
    Marketshare Pte Ltd, a company incorporated under the laws of
    Singapore (collectively, Marketshare), and
    August 2007  all of the capital stock of Decima
    Research Inc. (Decima), a corporation incorporated
    in Ontario, Canada.    Business
    Overview
      
    Automotive and Transportation,
    Consumer Packaged Goods,
    Emerging and General Markets,
    Financial Services,
    Public Affairs and Policy,
    Healthcare and Pharmaceutical, and
    Technology and Telecom.    
    Brand & Strategy Research,
    Loyalty Research, and
    Marketing Communications (Advertising) Research.   4




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##### Table of Contents



The Worldwide
    Market for Online Research
  Inside Research Inside Research
    
    Speed  Internet surveys can be completed in as
    little as five days, as opposed to three weeks for an average
    mail survey and approximately two weeks for an average
    random-digit-dial telephone survey.
    Value  Internet-based market research can
    provide larger and more robust sample sizes than telephone-based
    research for the same cost, or the same sample size can be
    gathered online at a lower cost.
    Versatility  Motion and still pictures,
    graphics, advertising copy, and websites can be securely viewed
    right on the desktop. Images and sound can be combined to
    maintain interest and enhance the respondent experience.
    Internet-based methodology allows surveys to be created on
    demand, with content and sequencing modified as panelists
    respond.
    Innovation  Online research techniques, such
    as virtual shopping, bulletin board style focus groups and
    virtual 3D package testing, that were never possible before are
    now performed regularly. As our (and our clients)
    knowledge of online research grows, our repertoire of more
    powerful research tools will continue to expand.
    Accuracy  Our propensity score weighting
    techniques have repeatedly produced results that are as accurate
    as or more accurate than telephone-based research.
    Honesty  Our experience indicates that
    respondents online answers to questions of a more personal
    nature such as income, health condition, sexual behavior and
    political affiliation/opinion tend to be answered more openly,
    honestly and in greater detail than those collected via
    telephone-based research.
    Convenience  Online research is conducted on
    the respondents schedule, not the telephone
    researchers schedule. Web-based questionnaires may be
    completed at home, at work, or anywhere a respondent has
    Internet access,
    24/7/365. 5




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##### Table of Contents




    Productivity  As online panelists can read
    faster than they can listen, more questions can be asked and
    answered in the same amount of time. Participants in online
    qualitative sessions type their own transcripts, which can be
    immediately reviewed and analyzed.  Our Products and
    Services
  Custom
    Research
    
    Survey Design  Initial meetings are conducted
    with the client to clearly define the objectives and reasons for
    the study, which ensures that the final data collected will meet
    the clients needs. Based on the requirements, we then
    determine the proper data collection process (such as a mail,
    telephone or Internet survey, focus group meetings or personal
    interviews), sampling scheme (the demographics and number of
    people to be surveyed) and design the survey questionnaire or
    focus group protocol.
    Data Collection  Field data collection is
    conducted through computer-aided Internet or telephone
    interviewing, by mail or in person, by holding focus group
    meetings, or any combination of the above. Various quality
    procedures are employed to ensure that surveys are returned and
    the correct number of interviews is completed.
    Weighting, Analysis and Reporting  We review
    the collected data for sufficiency and completeness, weight the
    data accordingly, and then analyze by desired demographic,
    business or industry characteristics. A comprehensive report
    that typically includes recommendations is then prepared and
    delivered to the client.    Tracking Study
    Research
    
    Drive and sustain customer loyalty,
    Gather market and customer intelligence relative to the brand
    and category,
    Detect emerging market trends
    and/or
    potential threats,
    Assess the impact of marketing on customer behaviors and
    attitudes, and
    Identify opportunities for growth.  Service Bureau
    Research
   6




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##### Table of Contents



Research and
    Development
  Accounting for
    Research and Development Costs.
  Our Intellectual
    Property and Other Proprietary Rights
      
    A system to conduct research via build your own
    product/pricing configurations over a network, and
    Shelf
    ImpactSM  a
    system for evaluating the impact of package design and shelf
    placement for store shelf products using extremely short
    duration image exposure.     7




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Seasonality
    
    Our
    Clients
    % FY2007


% FY2006Revenue


RevenueHealthcare and Pharmaceutical


26.9
%


30.5
%Emerging and General Markets


11.5
%


9.5
%Technology and Telecom


10.9
%


12.6
%Public Affairs and Policy


9.3
%


6.5
%Financial Services


5.8
%


6.5
%Automotive and Transportation


4.3
%


4.8
%Consumer Packaged Goods


3.8
%


4.5
%Service Bureau


3.3
%


3.7
%      8




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##### Table of Contents



Our
    Competition
    Inside Research th Inside Research th th
    SM
    
    Our Highly Skilled Employees  many of whom are
    recognized by their peers as leaders in the field of market
    research, or in the particular vertical markets in which they
    specialize.
    Our Strong Brand  synonymous with accuracy and
    truthfulness, we believe that Harris Interactive and The
    Harris Pollare two of the best known and most trusted names
    for U.S. market research and public opinion polling today.
    We have now expanded The Harris Pollinto the United
    Kingdom and the rest of Europe, and expect to continue our
    relationships with The Financial Times(London) and
    LeMonde(Paris), in order to raise awareness of the
    Harris Interactive brand on a global scale.
    Our Internet Panel  believed by us to be the
    worlds largest for conducting online market research.
    Currently, our panel consists of over six million individuals
    from around the world who have voluntarily agreed to participate
    in our various online research studies. This large and diverse
    Internet panel enables us to:  
    accurately project results to large segments of the population,
    such as all U.S. voters or all British
    adults,
    conduct a broad range of studies across a wide set of industries,
    rapidly survey very large numbers of the general
    population, and
    accurately survey certain low-incidence, hard-to-find subjects.  
    Our Specialty Sub-Panels  Through the ongoing
    screening of our larger panel and recruitment targeted
    specifically to certain audiences, we have developed numerous
    specialty sub-panels of hard-to-find respondents, including:
    Affluent, Chronic Illness, Mothers and Expectant Mothers,
    Physicians, Pet Companion and Technology Decision-Makers. Our
    clients value our ability to rapidly survey these hard to find
    subjects. Many of our clients have asked us to 9




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develop specialty panels exclusively for their use. Specialty
    sub-panel research has become a key driver of profitable revenue
    growth for us.  
    Our Science and Methodology  To really
    understand the intricacies and nuances of Internet research, we
    have conducted nearly 1,500 research on research
    experiments. We also have executed approximately 75 million
    online surveys since we began conducting online research in
    1997. That depth and breadth of experience allows us to
    continually provide our clients with the most up-to-date and
    accurate knowledge they need to make meaningful business
    decisions and improve their performance.
    Our Global Enterprise Solutions Portfolio  A
    comprehensive tool-box of research techniques, methodologies and
    models that can be applied by marketing experts to help develop
    strategy, implement tactics and assess their impact in the
    marketplace. These tools can also be used to analyze markets,
    develop new products and services, create
    and/or
    measure brand positioning and awareness and measure
    and/or
    improve customer loyalty.
    Our Technology  A significant amount of
    computer software and hardware is required to conduct
    Internet-based market research and polling. The key elements of
    our technology infrastructure include:  
    Ahigh-speed customized email system,which enables us to
    rapidly format, target and send over one million customized
    email invitations per hour,
    Asophisticated survey engine,which can support 180,000
    custom five-minute surveys per hour with a peak capacity of
    15,000 surveys processed simultaneously,
    Multi-lingual software systems,which have the ability to
    collect data in any language supported by Microsoft, including
    double-byte character sets (such as the Asian languages) and
    right to left reading languages,
    An advanced survey dispatcher system,which acts like an
    air traffic control system to monitor, control and balance all
    respondent activity across all of our servers, and to ensure
    that no respondent will get a sorry  the system
    is busy notice. In addition, our proprietary dispatcher
    system gathers real-time statistics on survey starts,
    suspensions and completions, shutting off the surveys when the
    contracted completion levels have been achieved, thereby
    reducing cost overruns,
    A fully scalable infrastructurethat can easily and
    inexpensively grow with the expansion of our business, and
    Aglobal synchronized research platform that integrates
    data collected via multiple modes into one database.  
    Our Professional Sales Force  which is
    relatively unique in the market research industry, an industry
    in which researchers are traditionally the primary salepersons.
    Our salesforce generates leads, expands existing client
    relationships and gains new business. At the end of fiscal 2007,
    we had over 50 full-time dedicated sales professionals, who
    work with our market research professionals who also sell our
    services, supported by a team of inside business developers.
    Our Dedication to Customer Satisfaction  which
    has helped us to retain our clients and continually improve the
    quality of services that we deliver. We evaluate all of our
    researchers and managers on customer satisfaction scores, and
    their bonus compensation is also tied to those customer
    satisfaction levels. At June 30, 2007, our worldwide
    overall satisfaction rating stood at 8.8 and our willingness to
    recommend rated 8.9, both on a ten point scale, consistent with
    ratings of 8.7 and 8.9, respectively, at June 30, 2006.
    Maintaining high levels of customer satisfaction helps us to:  
    identify and rapidly respond to changing client needs, 10




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
    increase the loyalty of our clients and generate greater
    lifetime value from them, and
    improve our margins by dampening price sensitivity.  Financial
    Information about Geographic Areas
  Non-U.S. market non-U.S. businesses
        U.S.


Europe


AsiaMarket


Market


MarketResearch


Research


Research


Total2007:Revenue from services

$
159,843


$
51,960


$



$
211,803Operating income (loss)


9,802



2,734



(219
)


12,317Long-lived assets


7,298



2,604







9,902Deferred tax assets


16,815



(541
)


249



16,5232006:Revenue from services

$
166,228


$
45,956


$



$
212,184Operating income (loss)


13,837



293



(239
)


13,891Long-lived assets


7,691



2,005



1



9,697Deferred tax assets


19,682



(105
)


162



19,7392005:Revenue from services

$
146,589


$
46,523


$
523


$
193,635Operating income (loss)


9,530



(636
)


(164
)


8,730Long-lived assets


9,302



2,399



4



11,705Deferred tax assets


25,758



(877
)


66



24,947   non-U.S. operations,
 11




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##### Table of Contents



Backlog
    Employees
      Executive
    Officers of Harris Interactive
    Name

Age

PositionGregory T. Novak


45


President and Chief Executive
    OfficerDee T. Allsop


49


President, U.S. Solutions Research
    GroupsBruce A. Anderson


50


President, Harris/DecimaLeonard R. Bayer


57


Executive Vice President, Chief
    Scientist and Chief Technology OfficerDennis K. Bhame


59


Executive Vice President, Human
    ResourcesKatherine A. Binns


46


President, U.S. Industry Research
    GroupsRichard W. Millard


49


President, U.S. Industry Research
    GroupsEric W. Narowski


38


Principal Accounting Officer and
    Vice President, Corporate ControllerMichelle F. ONeill


44


President, U.S. Industry Research
    GroupsRonald E. Salluzzo


56


Executive Vice President, Chief
    Financial Officer, Treasurer and SecretaryGeorge H. Terhanian


43


President, Harris Interactive
    Europe and Global Internet ResearchDavid B. Vaden


36


President, North America and
    Global Operations   Gregory T. Novak
 12




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##### Table of Contents



Dee T. Allsop, PhD
  Bruce A. Anderson
  Leonard R. Bayer
  Dennis K. Bhame
  Katherine A. Binns
  Richard W. Millard, Ph.D
 13




---



##### Table of Contents



Eric W. Narowski
  Michelle F. ONeill
  Ronald E. Salluzzo
  George H. Terhanian, Ph.D
  David B. Vaden
 14




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##### Table of Contents



Available
    Information
  Form 10-K, Form 10-Q, Form 8-K Form 10-K.
  1-800-SEC-0330.
  Item 1A.
    Risk
    Factors  Risks Related to
    Our Business
  Failure to
    maintain our brand reputation and recognition could impair our
    ability to remain competitive.
    The Harris Poll.
  If we are
    unable to maintain adequate capacity and demographic composition
    of our existing Internet panel, or if we are required to spend
    substantial funds to do so, our business, financial condition
    and results of operations will suffer.
       15




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##### Table of Contents



Our online
    panelists are not obligated to participate in our surveys and
    polls and there can be no assurance that they will continue to
    do so.
  TM TM
  A breach of
    our Internet security measures, security concerns, or liability
    arising from the use of the personal information of our Internet
    panel, could adversely affect our business.
        We may be
    subject to liability for publishing or distributing content over
    the Internet.
      Any failure in
    the performance of our Internet-based technology infrastructure
    could harm our business.
   16




---



##### Table of Contents



Failure or
    inability to protect our intellectual property could adversely
    affect our business.
     17




---



##### Table of Contents



Our
    international growth is dependent upon expansion of both our
    international Internet panel in key regions and our global
    footprint.
    Our
    international growth will be adversely affected if the
    marketplace does not continue to convert to Internet-based
    market research and polling.
    We rely on
    services provided by off-shore providers, the disruption of
    which could adversely impact our business.
    If we are
    unable to overcome other risks associated with global
    operations, we will be unable to conduct business on a global
    level.
   18




---



##### Table of Contents




    inability to comply with or enactment of more restrictive
    privacy laws,
    changes in regulatory requirements,
    currency exchange fluctuations,
    problems in collecting accounts receivable and longer collection
    periods,
    potentially adverse tax consequences,
    political instability,
    Internet access restrictions, and
    anti-American
    sentiment or terrorist activity against American interests
    abroad.    We must
    continue to attract and retain highly skilled
    employees.
    Variations in
    our operating results may cause our stock price to
    fluctuate.
      
    declines in general economic conditions or the budgets of our
    clients,
    a general decline in the demand for market research and polling
    products and services,
    seasonal decreases in the demand for market research and polling
    services, 19




---



##### Table of Contents




    development of equal or superior products and services by our
    competitors,
    technical difficulties that cause general and long-term failure
    of the Internet, and
    currency exchange fluctuations.    
    effective management of the professional services aspects of our
    business, including utilization and realization rates,
    our relative mix of revenues from Internet-based and traditional
    market research,
    our ability to maintain the proper size and scope of our
    Internet panel necessary to develop and sell new products and
    services and generate expected revenues,
    development of our own new, marketable products and
    services, and
    our globalization efforts.    Anti-takeover
    provisions in our charter and applicable law could delay or
    prevent an acquisition of our company.
        Potential
    acquisitions of, or investments in, other companies may not be
    available and/or have a negative impact on our
    business.
  and/or
    
    difficulties in the harmonization and assimilation of the
    operations, technologies, products and personnel of the acquired
    business, 20




---



##### Table of Contents




    the diversion of managements attention from other business
    concerns,
    the availability of favorable acquisition financing, and
    the potential loss of key employees
    and/or
    clients of any acquired business.    Risks Related to
    Our Industry
  The market
    research industry is vulnerable to fluctuations in general
    economic conditions.
    We face
    competitive pressures within the market research and polling
    industry and from others who have the ability to collect data
    over the Internet.
        Changes in
    government regulation could limit our Internet activities or
    result in additional costs of doing business on the
    Internet.
    
    A significant majority of U.S. state legislatures have
    enacted laws regulating the distribution of unsolicited email.
    Such laws could force changes in the manner in which we are able
    to recruit and communicate with panelists.
    Our business may be restricted by the development of various
    U.S. federal and state do not call lists and
    other privacy regulations that permit consumers to protect
    themselves from unsolicited telemarketing telephone calls. In
    2003, the Federal Trade Commission (FTC) amended its
    rules to establish a national do not call registry.
    Although do not call list regulations do not
    currently apply to market research phone calls, new legislation
    or regulation could eliminate the current market research
    exemption. If do not call list regulations become
    applicable to market research phone calls, our results of
    operations may be adversely affected by the loss of revenues
    from telephone-based market research. 21




---



##### Table of Contents




    The Controlling the Assault of Non-Solicited Pornography and
    Marketing Act of 2003 (CAN-SPAM) imposes a number of
    restrictions and requirements related to commercial
    communications over the Internet. CAN-SPAM also gives more legal
    ammunition for ISPs to take spammers to court, allows the
    FTC to impose fines and gives state attorneys general the power
    to bring lawsuits. Any inability on our part to comply with
    CAN-SPAM and similar laws could add to our costs and force
    changes in the way in which we conduct business.
    The U.S. Health Insurance Portability and Accountability
    Act of 1996 (HIPAA) imposes a number of restrictions
    and requirements designed to safeguard personal health
    information. As Healthcare is the largest industry group that we
    serve, from time to time, HIPAA could have the effect of
    increasing our costs and restricting our ability to gather and
    disseminate information, which could ultimately have a negative
    effect on our revenues.
    Certain foreign countries in which we do business, such as
    China, censor or control our communication with our online
    panelists. Such limitations may hinder our ability to
    effectively conduct market research in a way that meets the
    needs of our clients.
    A number of U.S. states have enacted or have pending
    legislation governing gifts from, and marketing by,
    pharmaceutical companies. Some of these laws require
    pharmaceutical companies to report physician payments, including
    cash incentives to physicians and other health care
    professionals for participating in market research surveys. Such
    laws may impact response rates for surveys conducted for
    pharmaceutical/health care companies who are seeking physician
    opinions.    
    email distribution,
    user privacy and expression,
    the rights and safety of children,
    intellectual property,
    information security,
    anti-competitive practices,
    the convergence of traditional channels with Internet commerce,
    taxation and pricing, and
    the characteristics and quality of products and services.    Changes in
    industry practices could limit our Internet
    activities.
  and/or
 22




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##### Table of Contents



If we do not
    continue to keep pace with rapid technological change within the
    market research and polling industry, we will not be able to
    successfully implement our business plan.
    Item 1B.
    Unresolved
    Staff Comments    Item 2.
    Properties        RemainingLease
    ObligationAddress

Location

Termination
    Date

June 30,
    2007101 Merritt 7

Norwalk, Connecticut

May 2008

$
3064665 Cornell Road

Cincinnati, Ohio

June 2008


49140-52
    Watermans Park

Brentford, United Kingdom

June 2008


1,57070 Carlson Road

Rochester, New York

June 2008


3271920 Association Drive

Reston, Virginia

April 2010


1,196135 Corporate Woods

Rochester, New York

June 2010


986Pepper Road

Hazel Grove, United Kingdom

July 2010


666Vanwall Road

Maidenhead, United Kingdom

July 2010


6195 Independence Way

Princeton, New Jersey

July 2011


2,813161 Avenue of the Americas

New York, New York

April 2012


3,21360 Corporate Woods

Rochester, New York

July 2015


10,579   Item 3.
    Legal
    Proceedings    Item 4.
    Submission
    of Matters to a Vote of Security Holders   23




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##### Table of Contents



PART II
  Item 5.
    Market
    for Registrants Common Equity, Related Stockholder Matters
    and Issuer Purchases of Equity Securities  Market
    Information
    Fiscal
    2007


Fiscal
    2006High


Low


High


LowQuarter Ended:June 30

$
6.50


$
4.93


$
5.79


$
4.62March 31


6.11



4.67



5.98



4.25December 31


6.85



4.63



4.55



3.51September 30


6.26



4.95



5.05



3.77   Holders
    Dividends
    Unregistered
    Sales of Equity Securities and Use of Proceeds
    Issuer Purchases
    of Equity Securities
    ISSUER PURCHASES
    OF EQUITY SECURITIES
  TotalNumber of


ApproximateShares


Dollar Value
    ofPurchased


Shares Thatas Part of


May Yet BeTotal Number


Average Price


Publicly


Purchasedof Shares


Paid


Announced


Under thePeriod

Purchased


per
    Share


Program


ProgramApril 1, 2007 through
    April 30, 2007


1,426,635


$
5.46



1,426,635


$
May 1, 2007 through
    May 31, 2007


364,127



5.49



364,127



23,000June 1, 2007 through
    June 30, 2007














23,000Total


1,790,762


$
5.47



1,790,762


$
23,000  24




---



##### Table of Contents



25




---



##### Table of Contents



Performance
    Graph
  5-year
    COMPARISON OF 5
    YEAR CUMULATIVE TOTAL RETURN*
 Among Harris Interactive Inc., The NASDAQ Composite Index
 And The S&P Smallcap 600 Index
  
  6/02


6/03


6/04


6/05


6/06


6/07Harris Interactive
    Inc.


$
100.00



$
191.69



$
199.41



$
144.51



$
169.14



$
158.75NASDAQ Composite



100.00




109.91




139.04




141.74




155.82




191.32S&P Smallcap 600



100.00




96.42




130.41




147.95




168.55




195.58Peer Group



100.00




100.91




133.93




147.80




160.02




191.89  *
    $100 invested on 6/30/02 in stock or index-including
    reinvestment of dividends. Fiscal year ending June 30. ©
   26




---



##### Table of Contents



Item 6.
    Selected
    Financial Data  Form 10-K.
  For the Years
    Ended June 30,2007


2006


2005


2004


2003(In thousands,
    except share and per share amounts)Statement of Operations
    Data:Revenue from services

$
211,803


$
212,184


$
193,635


$
138,482


$
124,094Cost of services


103,273



102,133



90,451



64,543



61,816Gross profit


108,530



110,051



103,184



73,939



62,278Operating expenses:Sales and marketing


21,151



20,540



20,366



11,915



9,438General and administrative(1)


68,730



68,158



65,608



43,964



40,952Depreciation and amortization


6,783



7,212



7,348



4,796



5,620Gain on sale of assets


(788
)














Restructuring (credits) charges and
    asset write-downs


337



250



1,132







(997
)Total operating expenses


96,213



96,160



94,454



60,675



55,013Operating income


12,317



13,891



8,730



13,264



7,265Interest and other income


2,246



1,534



742



637



587Interest expense


(290
)


(20
)


(150
)


(107
)


(17
)Income from continuing operations
    before income taxes


14,273



15,405



9,322



13,794



7,835Provision (benefit) for income
    taxes(2)


5,319



6,205



4,978



(16,009
)


(2,998
)Income from continuing operations


8,954



9,200



4,344



29,803



10,833Income (loss) from discontinued
    operations, net of tax (including loss on disposal of $2,684 in
    2005)


122



260



(2,761
)


115



274Net income available to holders of
    common stock

$
9,076


$
9,460


$
1,583


$
29,918


$
11,107Basic net income (loss) per
    share(*):Continuing operations

$
0.16


$
0.15


$
0.07


$
0.53


$
0.20Discontinued operations


0.00



0.00



(0.05
)


0.00



0.01Basic net income per share

$
0.16


$
0.15


$
0.03


$
0.53


$
0.21Diluted net income (loss) per
    share(*):Continuing operations

$
0.16


$
0.15


$
0.07


$
0.52


$
0.20Discontinued operations


0.00



0.00



(0.05
)


0.00



0.01Diluted net income per share

$
0.16


$
0.15


$
0.03


$
0.52


$
0.20Weighted-average shares
    outstanding  basic


56,133,355



61,511,031



60,264,152



56,099,330



52,983,689Weighted-average shares
    outstanding  diluted


56,397,600



61,685,777



61,238,064



57,444,785



54,638,596 27




---



##### Table of Contents



For the Years
    Ended June 30,2007


2006


2005


2004


2003(In thousands,
    except share and per share amounts)Balance Sheet Data:Cash and cash equivalents

$
28,911


$
11,465


$
13,118


$
12,511


$
15,728Marketable securities

$
4,418


$
45,145


$
23,392


$
42,603


$
22,963Working capital

$
22,046


$
62,026


$
46,426


$
70,416


$
44,920Total assets

$
238,126


$
254,557


$
240,158


$
198,071


$
145,242Short-term borrowings

$
19,625


$



$



$



$
Total stockholders equity

$
168,444


$
201,278


$
192,493


$
165,489


$
118,489     (*)
    
    Figures may not add due to rounding(1)
    
    Amounts for fiscal years 2003 through 2005 are not directly
    comparable to subsequent fiscal years, as a result of our
    adoption of SFAS No. 123(R)using the modified
    prospective method.(2)
    
    Fiscal years 2003 and 2004 include the effects of the reversal
    of prior year valuation allowances that had been recorded
    against certain deferred tax assets.  Item 7.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations  Overview
    
    Total revenue was essentially flat in fiscal 2007, compared with
    fiscal 2006.
    Gross profit for fiscal 2007 decreased to 51.2%, compared with
    51.9% for fiscal 2006.
    Operating margin was 5.8% for fiscal 2007, a decline from 6.5%
    for fiscal 2006.
    Net income decreased approximately 4% for fiscal 2007, compared
    with fiscal 2006.
    Total U.S. revenue decreased 3.8% for fiscal 2007, compared
    with fiscal 2006. However, total European revenue increased
    13.1% for fiscal 2007, compared with fiscal 2006.
    Total Internet-based revenue increased 2.2% for fiscal 2007,
    compared with fiscal 2006.
    U.S. Internet-based revenue decreased 1.4% for fiscal 2007,
    compared with fiscal 2006. However, European Internet-based
    revenue increased 33.6% for fiscal 2007, compared with fiscal
    2006.       28




---



##### Table of Contents



Business
    Combinations
    Business Combinations, Form 10-K.
  Restructuring
  Fiscal
    2007
        LeaseSeverance


Commitments


TotalNet charge during fiscal 2007

$
107


$
230


$
337Cash payments during fiscal 2007


(45
)


(230
)


(275
)Remaining reserve at June 30,
    2007

$
62


$



$
62     Fiscal
    2006
   29




---



##### Table of Contents



Accounting for the
    Impairment or Disposal of Long-Lived Assets.
      LeaseSeverance


Commitments


TotalNet charge during fiscal 2006

$
191


$
59


$
250Cash payments during fiscal 2006


(101
)






(101
)Remaining reserve at June 30,
    2006

$
90


$
59


$
149Cash payments during fiscal 2007


(90
)


(34
)


(124
)Remaining reserve at June 30,
    2007

$



$
25


$
25     Form 10-K.
  Discontinued
    Operations
        Form 10-K.
  Critical
    Accounting Policies and Estimates
   30




---



##### Table of Contents




    Revenue recognition,
    Allowance for doubtful accounts,
    Goodwill, intangible assets and other long-lived assets,
    Income taxes and tax contingencies,
    HIpoints loyalty program,
    Restructuring charges,
    Stock-based compensation,
    Post-employment obligations, and
    Discontinued operations.    Revenue
    Recognition
        Allowance for
    Doubtful Accounts
   31




---



##### Table of Contents



Goodwill,
    Intangible Assets and Other Long-Lived Assets
    Goodwill and Other Intangible
    Assets non-amortizable
  Form 10-K).
  Income Taxes
    and Tax Contingencies
  Accounting for
    Income Taxes.
 32




---



##### Table of Contents



HIpoints
    Loyalty Program
    Restructuring
    Charges
    Stock-Based
    Compensation
  Share-Based Payment Accounting for Stock-Based
    Compensation.
 33




---



##### Table of Contents




    Expected volatility  based on historical
    volatilities from daily share price observations for our stock
    covering a period commensurate with the expected term of the
    options granted.
    Expected life of the option  based on the
    vesting terms of the respective option and a contractual life of
    ten years, calculated using the simplified method as
    allowed by Staff Accounting Bulletin No. 107.
    Risk-free rate  based on the implied yield
    available at the time the options were granted on
    U.S. Treasury zero coupon issues with a remaining term
    equal to the expected life of the option when granted.
    Dividend yield  based on our historical
    practice of electing not to pay dividends to our shareholders.  Form 10-K.
    Post-Employment
    Obligations
  Employers Accounting for
    Post-employment Benefits, an Amendment of FASB Statements
    No. 5 and
  Discontinued
    Operations
   34




---



##### Table of Contents



Explanation of
    Key Financial Statement Captions
  Revenue from
    Services
      
    Custom Research  including, but not limited
    to, customer satisfaction surveys, market share studies, new
    product introduction studies, brand recognition studies,
    reputation studies and ad concept testing.
    Tracking Studies  studies that regularly ask
    identical questions to similar demographic groups within a
    constant interval (once a month; once a quarter, etc.) to feed
    business decision-makers with dynamic data and intelligence.
    Service-Bureau Research  HISB provides
    Internet-based data collection services for other market
    research firms.  Cost of
    Services
    
    Project Personnel  Project personnel have four
    distinct roles: project management, survey design, data
    collection and analysis. We maintain project personnel in the
    United States, Europe, and Asia. Labor costs are specifically
    allocated to the projects they relate to. We utilize an
    automated timekeeping system, which tracks the time of project
    personnel as incurred for each specific revenue-generating
    project.
    Panelist Incentives  Our panelists receive
    both cash and non-cash incentives (through programs such as our
    HIpoints loyalty program) for participating in our surveys. We
    award cash incentives to our panelists for participating in
    surveys, which are earned when we receive a timely survey
    response. Non-cash incentives in the form of points are awarded
    to market survey respondents who register for our online panel,
    complete online surveys and refer others to join our online
    panel. The earned points are non-transferable and may be
    redeemed for gifts from a specific product folio at any time
    prior to expiration, which occurs after one year of account
    inactivity.
    Data Processing  We manage the processing of
    survey data using our own employees. We also engage third-party
    suppliers to perform data processing on an as-needed basis.
    Other Direct Costs  Other direct costs include
    direct purchases, principally labor and materials, related to
    data collection and analysis. 35




---



##### Table of Contents



Sales and
    Marketing
    General and
    Administrative
    Provision for
    Income Taxes
   36




---



##### Table of Contents



Results of
    Operations
    2007


%


2006


%


2005


%Revenue from services

$
211,803



100.0
%

$
212,184



100.0
%

$
193,635



100.0
%Cost of services


103,273



48.8



102,133



48.1



90,451



46.7Gross profit


108,530



51.2



110,051



51.9



103,184



53.3Operating expenses:Sales and marketing


21,151



10.0



20,540



9.7



20,366



10.5General and administrative


68,730



32.4



68,158



32.1



65,608



33.9Depreciation and amortization


6,783



3.2



7,212



3.4



7,348



3.8Gain on sale of assets


(788
)


(0.4
)














Restructuring charges


337



0.2



250



0.1



1,132



0.6Operating income


12,317



5.8



13,891



6.5



8,730



4.5Interest and other income


2,246



1.1



1,534



0.7



742



0.4Interest expense


(290
)


(0.1
)


(20
)


(0.0
)


(150
)


(0.1
)Income from continuing operations
    before taxes


14,273



6.7



15,405



7.3



9,322



4.8Provision for income taxes


5,319



2.5



6,205



2.9



4,978



2.6Income from continuing operations


8,954



4.2



9,200



4.3



4,344



2.2Income (loss) from discontinued
    operations (including loss on disposal of $2,684 in 2005), net
    of tax


122



0.1



260



0.1



(2,761
)


(1.4
)Net income

$
9,076



4.3


$
9,460



4.5


$
1,583



0.8     Year Ended
    June 30, 2007 Versus Year Ended June 30,
    2006
  Revenue from services.
    
    Healthcare, as a result of internal restructuring at certain of
    this groups clients, as well as certain industry
    challenges, including continued consolidation and realignment
    within the Healthcare industry,
    Technology and Telecom, as a result of sales force turnover
    within this group, which has necessitated the rebuilding of the
    groups sales team throughout the fiscal year, and
    Loyalty, as a result of our decision at the end of fiscal 2006
    not to bid on a significant, recurring client tracking study
    because of its low profit margins, offset in part by winning a
    new tracking study at an existing client and reformulating the
    groups service offerings to better meet customer
    requirements. 37




---



##### Table of Contents




    Marketing and Communications Research, as a result of winning
    new tracking studies with new and existing clients,
    Public Affairs and Policy, as a result of realigning this
    groups sales resources with the objectives of its
    business, and
    Emerging and General Markets, as a result of consistent efforts
    on the part of this groups sales resources to grow its
    client base.    
    a favorable impact of $4.1 million as a result of foreign
    exchange rate differences and the depreciation of the
    U.S. Dollar against the British Pound and the Euro,
    our acquisition of MediaTransfer in April 2007, which
    contributed $1.4 million in revenue during the fourth
    fiscal quarter, and
    our concerted efforts toward stabilizing and growing our
    European operations.    
    U.S. Internet-based revenue decreased to
    $110.6 million or 69.2% of total U.S. revenue for
    fiscal 2007, compared with $112.2 million or 67.5% of total
    U.S. revenue for fiscal 2006.
    European Internet-based revenue increased to $17.6 million
    or 33.9% of total European revenue for fiscal 2007, compared
    with $13.2 million or 28.7% of total European revenue for
    fiscal 2006.    Gross profit.
  Sales and marketing.
  General and administrative.
  
    a $2.0 million decrease in bonus expense, as a result of
    the Companys performance falling short of bonus plan
    targets,
    $0.7 million in general and administrative expenses as a
    result of our April 2007 acquisition of MediaTransfer, 38




---



##### Table of Contents




    a $0.7 million increase in stock-based compensation expense
    for options and restricted stock granted during fiscal 2007,
    $0.6 million in costs associated with an unsuccessful
    acquisition during the third fiscal quarter, and
    $0.3 million in administration fees for the Repurchase
    Program, compared with less than $0.1 million in
    such fees during fiscal 2006.  Depreciation and
    amortization.
  Restructuring charges.
  Gain on sale of assets.
  Interest and other income.
  Interest expense.
  Income taxes. Form 10-K.
  Year Ended
    June 30, 2006 Versus Year Ended June 30,
    2005
  Revenue from services.
    
    Healthcare, as a result of our focus on improving the
    productivity of selling efforts in these markets through deep
    account penetration, as well as from the continued maturation of
    existing client relationships,
    Technology and Telecom, as a result of a strategic increase in
    our focus in these markets throughout fiscal 2006,
    Automotive, as a result of expanding our revenue base with
    several key clients in this market through deep account
    penetration, and
    Product Solutions, as a result of greater collaboration between
    this group and our researchers that work with clients across the
    various industries that we serve. 39




---



##### Table of Contents




    Government, as a result of reconstituting the internal
    organizational structure of the group and redefinition of its
    approach within this market during fiscal 2006,
    HISB, as a result of continued pricing pressures, and
    Consumer Packaged Goods, as a result of turnover within its
    project and dedicated sales resource staffs.    
    unfavorable impact of $1.8 million as a result of foreign
    exchange rate differences and the appreciation of the
    U.S. Dollar against the British Pound and the Euro,
    challenges of post-Wirthlin acquisition integration, and
    difficulty recruiting sales personnel.    
    U.S. Internet-based revenue increased to
    $112.2 million or 67.5% of total U.S. revenue for
    fiscal 2006, compared with $97.7 million or 66.7% of total
    U.S. revenue for fiscal 2005.
    European Internet-based revenue increased to $13.2 million
    or 28.7% of total European revenue for fiscal 2006, compared
    with $11.6 million or 24.9% of total European revenue for
    fiscal 2005.    Gross profit.
    Sales and marketing.
  General and administrative.
 40




---



##### Table of Contents




    $2.8 million in stock-based compensation expense for fiscal
    2006 as a result of our adoption of SFAS No. 123(R) on
    July 1, 2005, while no such expense was recorded in fiscal
    2005,
    a $1.0 million increase in employee benefit costs,
    principally as a result of year-over-year rate increases,
    a $1.0 million increase in unbillable project personnel
    time included in general and administrative expense from
    $10.4 million for fiscal 2005 to $11.4 million for
    fiscal 2006,
    a $0.9 million increase in bonus expense, principally as a
    result of our improved financial performance, which is directly
    linked to our bonus plans,
    a $1.5 million decrease in post-employment obligations to
    former executives from $1.8 million for such obligations to
    Dr. Gordon S. Black, former Executive Chairman, Robert E.
    Knapp, former Chairman and Chief Executive Officer, and Theresa
    A. Flanagan, former Group President, Customer Loyalty
    Management, during fiscal 2005 to $0.3 million for such
    obligations to our former Chief Financial Officer, Frank J.
    Connolly, Jr., during fiscal 2006, and
    a $0.8 million decrease in salary expense, due to ongoing
    efforts to ensure that headcount levels are appropriately
    aligned with business needs.  Depreciation and
    amortization.
  Restructuring charges.
  Interest and other income.
  
    an increase in cash, cash equivalents and marketable securities
    from $36.5 million at June 30, 2005 to
    $56.6 million at June 30, 2006, and
    improved rates of return compared with those of fiscal 2005.  Income taxes.
  Significant
    Factors Affecting Company Performance
  Our Revenue
    Mix and Gross Profitability
   41




---



##### Table of Contents



Our Ability to
    Measure Our Performance
   42




---



##### Table of Contents



Q1


Q2


Q3


Q4


Q1


Q2


Q3


Q4FY2006


FY2006


FY2006


FY2006


FY2007


FY2007


FY2007


FY2007Internet Revenue (% of total
    revenue)


58
%


60
%


61
%


58
%


61
%


58
%


60
%


63
%US Internet Revenue (% of US
    revenue)


68
%


69
%


67
%


66
%


68
%


67
%


68
%


73
%European Internet Revenue (% of
    European revenue)


27
%


28
%


32
%


28
%


39
%


30
%


30
%


36
%Cash & Marketable
    Securities

$
37.4


$
48.0


$
57.9


$
56.6


$
46.8


$
54.0


$
29.1


$
33.3Bookings

$
43.9


$
58.6


$
65.3


$
46.7


$
42.9


$
65.7


$
57.6


$
50.9Ending Sales Backlog

$
52.2


$
57.0


$
70.9


$
58.9


$
54.6


$
64.6


$
70.4


$
64.9Average Billable Full Time
    Equivalents (FTEs)


735



721



708



714



720



719



728



712Days Sales Outstanding
    (DSO)


53 days



44 days



32 days



42 days



47 days



43 days



35 days



43 daysUtilization


57
%


64
%


64
%


64
%


61
%


61
%


64
%


68
%Bookings to Revenue
    Ratio


0.91



1.09



1.27



0.80



0.91



1.18



1.11



0.89     Sep 05


Dec 05


Mar 06


Jun 06


Sep 06


Dec 06


Mar 07


Jun 07Consolidated Revenue (continuing
    operations only)

$
205.8


$
207.0


$
207.6


$
212.2


$
211.2


$
213.1


$
213.5


$
211.8Internet Revenue (% of total
    revenue)


55
%


58
%


59
%


59
%


60
%


59
%


59
%


61
%US Internet Revenue (% of US
    revenue)


64
%


67
%


67
%


68
%


68
%


67
%


67
%


69
%European Internet Revenue (% of
    European revenue)


26
%


28
%


29
%


29
%


32
%


32
%


32
%


34
%Total Bookings

$
195.9


$
210.2


$
215.6


$
214.5


$
213.6


$
220.7


$
213.0


$
217.1Average Billable Full Time
    Equivalents (FTEs)


746



735



723



720



716



715



720



720Utilization


60
%


60
%


61
%


62
%


63
%


63
%


63
%


63
%Bookings to Revenue
    Ratio


0.95



1.02



1.04



1.01



1.01



1.04



1.00



1.03     Bookings
   43




---



##### Table of Contents



Ending Sales Backlog
      Average Billable Full-Time Equivalents (FTEs)
      Days of Sales Outstanding (DSO)
      Utilization
   44




---



##### Table of Contents



Liquidity and
    Capital Resources
  Cash and Cash
    Equivalents
    2007


2006


2005Net cash provided by operating
    activities

$
16,639


$
27,885


$
17,528Net cash provided by (used in)
    investing activities


28,800



(24,346
)


(13,982
)Net cash (used in) financing
    activities


(28,251
)


(5,372
)


(3,794
)   Net cash provided by operating
    activities.
    
    an increase in income from continuing operations, net of
    non-cash items such as depreciation and amortization,
    stock-based compensation and restructuring charges (net of cash
    payments), and
    an improvement in the timeliness of collecting amounts due on
    outstanding invoices, as noted by a $6.3 million increase
    in cash collected on accounts receivable and a $2.1 million
    increase in cash collected on amounts billed in excess of costs
    (deferred revenue).  Net cash provided by (used in) investing
    activities.
    
    $20.8 million decrease in net cash paid in connection with
    acquisitions, as there were no acquisitions in fiscal 2006,
    $21.9 million increase in cash used for the purchase of
    marketable securities to $49.2 million for fiscal 2006 from
    $27.3 million for fiscal 2005,
    $19.1 million decrease in proceeds from maturities and
    sales of marketable securities to $27.5 million for fiscal
    2006 from $46.6 million for fiscal 2005,
    $7.3 million decrease in cash used for capital expenditures
    to $2.1 million for fiscal 2006 from $9.4 million for
    fiscal 2005, principally impacted by $4.6 million in
    leasehold improvements to our New York City office during fiscal
    2005, and
    $0.5 million used for the acquisition of intangible assets
    during fiscal 2006, down from $4.0 million for fiscal 2005. 45




---



##### Table of Contents



Net cash (used in) financing
    activities.
    
    a $1.2 million decrease in cash provided by the issuance of
    common stock and stock option exercises to $1.1 million for
    fiscal 2006 from $2.3 million for fiscal 2005,
    $6.5 million in cash used to repurchase shares of our
    common stock under the Repurchase Program, which commenced in
    May 2006, and
    a $6.1 million decrease in cash used to repay outstanding
    notes, as all such notes were paid in full during fiscal 2005.  Working
    Capital
        Share
    Repurchase Program
   46




---



##### Table of Contents



Line and
    Letters of Credit
            Off-Balance Sheet
    Risk Disclosure
  Regulation S-K.
 47




---



##### Table of Contents



Contractual Cash
    Obligations
    Payments Due by
    PeriodLess than


1-3


3-5


More thanTotal


1 Year


Years


Years


5 YearsShort-term debt

$
19,625


$
19,625


$



$



$
Long-term debt


















Capital lease obligations


















Operating leases


23,687



5,558



9,296



4,539



4,294Purchase obligations


















Other long-term obligations


















Total contractual cash obligations

$
43,312


$
25,183


$
9,296


$
4,539


$
4,294   Recent Accounting
    Pronouncements
  Form 10-K
  Item 7A.
    Quantitative
    and Qualitative Disclosures About Market Risk      Interest Rate
    Exposure
    Foreign Currency
    Exposure
  Non-U.S. transactions
 48




---



##### Table of Contents



49




---



##### Table of Contents



Item 8.
    Financial
    Statements and Supplementary Data  Index to
    Consolidated Financial Statements
  Report of
    Independent Registered Public Accounting Firm


51Consolidated
    Balance Sheets at June 30, 2007 and 2006


52Consolidated
    Statements of Operations for the years ended June 30, 2007,
    2006 and 2005


53Consolidated
    Statements of Cash Flows for the years ended June 30, 2007,
    2006 and 2005


54Consolidated
    Statements of Changes in Stockholders Equity for the years
    ended June 30, 2007, 2006 and 2005


55Notes to
    Consolidated Financial Statements (including unaudited quarterly
    results of operations)


56Index to Financial Statement
    Schedules


89Schedule
    II  Valuation and Qualifying Accounts


94    50




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##### Table of Contents



REPORT
    OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
  To the Board of Directors and Stockholders of Harris
    Interactive Inc.
  Internal Control  Integrated
    Framework
        PricewaterhouseCoopers LLP
  
 51




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  CONSOLIDATED
    BALANCE SHEETS
  (in thousands, except share and per share amounts)
  June 30,


June 30,2007


2006ASSETSCurrent assets:Cash and cash equivalents

$
28,911


$
11,465Marketable securities


4,418



45,145Accounts receivable, less
    allowances of $82 and $70, respectively


34,794



34,539Unbilled receivables


9,938



9,377Prepaid expenses and other current
    assets


6,964



5,296Deferred tax assets


3,754



3,534Assets held for sale


1,074



2,458Total current assets


89,853



111,814Property, plant and equipment, net


9,902



9,697Goodwill


111,554



103,058Other intangibles, net


11,788



11,648Deferred tax assets


13,628



16,768Other assets


1,401



1,572Total assets

$
238,126


$
254,557LIABILITIES AND
    STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable

$
8,079


$
11,274Accrued expenses


22,198



21,518Short-term borrowings


19,625



Deferred revenue


17,575



16,651Liabilities held for sale


330



345Total current liabilities


67,807



49,788Deferred tax liabilities


859



563Other long-term liabilities


1,016



2,928Commitments and contingencies
    (Note 18)Stockholders equity:Preferred stock, $.001 par
    value, 5,000,000 shares authorized; 0 shares issued
    and outstanding at June 30, 2007 and 2006






Common stock, $.001 par
    value, 100,000,000 shares authorized;
    52,833,874 shares issued and outstanding at June 30,
    2007 and 60,832,558 shares issued and outstanding at
    June 30, 2006


53



61Additional paid-in capital


177,169



219,954Accumulated other comprehensive
    income


1,480



597Accumulated deficit


(10,258
)


(19,334
)Total stockholders equity


168,444



201,278TOTAL LIABILITIES AND
    STOCKHOLDERS EQUITY

$
238,126


$
254,557    52




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##### Table of Contents



HARRIS
    INTERACTIVE INC.
  CONSOLIDATED
    STATEMENTS OF OPERATIONS
  (in thousands, except share and per share amounts)
  For the Years
    Ended June 30,2007


2006


2005Revenue from services

$
211,803


$
212,184


$
193,635Cost of services


103,273



102,133



90,451Gross profit


108,530



110,051



103,184Operating expenses:Sales and marketing


21,151



20,540



20,366General and administrative


68,730



68,158



65,608Depreciation and amortization


6,783



7,212



7,348Gain on sale of assets


(788
)






Restructuring charges


337



250



1,132Total operating expenses


96,213



96,160



94,454Operating income


12,317



13,891



8,730Interest and other income


2,246



1,534



742Interest expense


(290
)


(20
)


(150
)Income from continuing operations
    before income taxes


14,273



15,405



9,322Provision for income taxes


5,319



6,205



4,978Income from continuing operations


8,954



9,200



4,344Income (loss) from discontinued
    operations (including loss on disposal of $2,684 in 2005), net
    of provision for income tax of $66, 141 and 105, respectively


122



260



(2,761
)Net income

$
9,076


$
9,460


$
1,583Basic net income (loss) per
    share(*):Continuing operations

$
0.16


$
0.15


$
0.07Discontinued operations


0.00



0.00



(0.05
)Basic net income per share

$
0.16


$
0.15


$
0.03Diluted net income (loss) per
    share(*):Continuing operations

$
0.16


$
0.15


$
0.07Discontinued operations


0.00



0.00



(0.05
)Diluted net income per share

$
0.16


$
0.15


$
0.03Weighted-average shares
    outstanding  basic


56,133,355



61,511,031



60,264,152Weighted-average shares
    outstanding  diluted


56,397,600



61,685,777



61,238,064        53




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##### Table of Contents



HARRIS
    INTERACTIVE INC.
  CONSOLIDATED
    STATEMENTS OF CASH FLOWS
  (In thousands)
  For the Years
    Ended June 30,2007


2006


2005Cash flows from operating
    activities:Net income

$
9,076


$
9,460


$
1,583Adjustments to reconcile net income
    to net cash provided by operating activities Depreciation and amortization


6,783



7,212



7,348Deferred taxes


2,764



5,208



3,759Stock-based compensation


3,787



3,141



Impairment of goodwill attributable
    to discontinued operations










2,954Restructuring charges


337



250



1,132Less: Cash outflows related to
    restructuring charges


(399
)


(590
)


(643
)Fair value of shares received as
    consideration in sale of discontinued operations and
    subsequently retired










(1,108
)401(k) matching contribution


1,298



1,166



1,032Income tax benefit from exercise of
    stock options










859Amortization of premium and
    (discount) on marketable securities


(37
)


(40
)


22Gain on sale of assets held for sale


(788
)






Loss on disposal of fixed assets


103







(Increase) decrease in assets, net
    of acquisition Accounts receivable


1,149



39



(6,299
)Unbilled receivables


649



475



(1,220
)Prepaid expenses and other current
    assets


(2,952
)


(1,968
)


(504
)Other assets


322



(183
)


1,566(Decrease) increase in liabilities,
    net of acquisition Accounts payable


(3,555
)


1,821



1,685Accrued expenses


(1,228
)


(361
)


2,302Deferred revenue


625



2,804



770Other liabilities


(1,913
)


(495
)


1,072Cash provided by operating
    activities of discontinued operations


618



(54
)


1,218Net cash provided by operating
    activities


16,639



27,885



17,528Cash flows from investing
    activities:Cash paid in connection with
    acquisitions, net of cash acquired


(9,790
)






(20,767
)Cash proceeds from sale of
    discontinued operations










768Purchase of marketable securities


(74,052
)


(49,223
)


(27,323
)Proceeds from maturities and sales
    of marketable securities


114,883



27,547



46,580Capital expenditures


(3,879
)


(2,143
)


(9,421
)Acquisition of intangible assets






(525
)


(4,000
)Proceeds from sale of assets


1,652







Cash (used in) provided by
    investing activities of discontinued operations


(14
)


(2
)


181Net cash provided by (used in)
    investing activities


28,800



(24,346
)


(13,982
)Cash flows from financing
    activities:Increase in short-term borrowings


19,625







Repayments of outstanding notes










(6,076
)Repurchases of common stock


(50,540
)


(6,459
)


Proceeds from exercise of employee
    stock options and employee stock purchases


2,246



1,087



2,282Excess tax benefits from
    share-based payment awards


418







Net cash (used in) financing
    activities


(28,251
)


(5,372
)


(3,794
)Effect of exchange rate changes on
    cash and cash equivalents


258



180



175Net increase (decrease) in cash and
    cash equivalents


17,446



(1,653
)


(73
)Decrease (increase) in cash and
    cash equivalents from discontinued operations










680Cash and cash equivalents at
    beginning of period


11,465



13,118



12,511Cash and cash equivalents at end of
    period

$
28,911


$
11,465


$
13,118    54




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##### Table of Contents



HARRIS
    INTERACTIVE INC.
  CONSOLIDATED
    STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY
  (In thousands)
  Accumulated


RetainedCommon Stock


Additional


Other


Earnings


TotalOutstanding


Paid-in


Comprehensive


(Accumulated


StockholdersShares


Amount


Capital


Income
    (Loss)


Deficit)


EquityBalance at June 30,
    2004


57,013


$
57


$
195,817


$
(8
)

$
(30,377
)

$
165,489Comprehensive income:Net income


















1,583



1,583Unrealized gain on marketable
    securities














76







76Foreign currency translation














126







126Total comprehensive income






















1,785Exercise of options


776







1,792











1,792Issuance of common stock under
    Employee Stock Purchase Plan


109







515











515Issuance of common stock under
    401(k) Plan


196







1,032











1,032Income tax benefit on exercise of
    stock options










859











859Issuance of common stock for
    acquisitions


3,525



4



22,125











22,129Retirement of common stock
    surrendered in connection with sale of Japanese subsidiaries


(244
)






(1,108
)










(1,108
)Balance at June 30,
    2005


61,375



61



221,032



194



(28,794
)


192,493Comprehensive income:Net income


















9,460



9,460Unrealized gain on marketable
    securities














47







47Foreign currency translation














356







356Total comprehensive income






















9,863Issuance of restricted stock and
    exercise of options


356







542











542Issuance of common stock under
    Employee Stock Purchase Plan


142







532











532Issuance of common stock under
    401(k) Plan


235







1,166











1,166Stock-based compensation expense










3,141











3,141Retirement of common stock
    repurchased through Share Repurchase Program


(1,275
)






(6,459
)










(6,459
)Balance at June 30,
    2006


60,833



61



219,954



597



(19,334
)


201,278Comprehensive income:Net income


















9,076



9,076Unrealized gain on marketable
    securities














90







90Foreign currency translation














816







816Total comprehensive income






















9,982Adjustment for initial
    implementation of SFAS No. 158














(23
)






(23
)Issuance of restricted stock and
    exercise of options


678







1,638











1,638Issuance of common stock under
    Employee Stock Purchase Plan


142







606











606Issuance of common stock under
    401(k) Plan


229







1,298











1,298Income tax benefit on exercise of
    stock options










418











418Stock-based compensation expense










3,787











3,787Retirement of common stock
    repurchased through Share Repurchase Program


(9,048
)


(8
)


(50,532
)










(50,540
)Balance at June 30,
    2007


52,834



53


$
177,169


$
1,480


$
(10,258
)

$
168,444  55




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##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS
  Years Ended
    June 30, 2007, 2006 and 2005
  (In thousands,
    except share and per share amounts)
  1.
    Description of
    Business  The Harris Poll
  2.
    Summary of
    Significant Accounting Policies  Principles of
    Consolidation
    Use of
    Estimates
    Reclassifications
    Cash and Cash
    Equivalents
    Marketable
    Securities
  Accounting for Certain Investments in Debt and
    Equity Securities.
 56




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   2.
    Summary of
    Significant Accounting
    Policies  (Continued)  Accounts
    Receivable and Allowance for Doubtful Accounts
    Concentration
    of Credit Risk
    Property,
    Plant and Equipment
    Accounting for Leases
  Goodwill
  Business
    Combinations.
  Goodwill and Other Intangible Assets, non-amortizable
 57




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   2.
    Summary of
    Significant Accounting
    Policies  (Continued)      Intangible and
    Other Long-Lived Assets
    Contract-based intangibles


2 to 4 yearsInternet respondent database


2 to 9 yearsCustomer relationships


3 to 10 yearsTrade names


0.5 to 20 years   Computer
    Software Developed or Obtained for Internal Use
  98-1, Accounting for Costs of Computer Software Developed or
    Obtained for Internal Use SOP 98-1
  Long-Lived
    Assets
  Accounting for the
    Impairment or Disposal of Long-Lived Assets
  Fair Value of
    Financial Instruments
  Disclosures about
    Fair Value of Financial Instruments
 58




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##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   2.
    Summary of
    Significant Accounting
    Policies  (Continued)    Post-employment
    Payments
  Employers Accounting for Postemployment Benefits, an
    Amendment of FASB Statements No. 5 and 43.
  Revenue
    Recognition
      No. 99-19, Reporting Revenue Gross as a Principal versus Net as an
    Agent No. 01-14, Income Statement Characterization of Reimbursements Received
    for Out-of-Pocket Expenses Incurred.
  No. 00-21, Revenue Arrangements with Multiple Deliverables. No. 00-21
 59




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##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   2.
    Summary of
    Significant Accounting
    Policies  (Continued)  No. 00-21 No. 00-21
  Cost of
    Services
    Panelist
    Incentives
      Advertising
    Expenses
    Stock-Based
    Compensation
  Share-Based Payment. Accounting for Stock-Based
    Compensation Accounting for Stock
    Issued to Employees.
 60




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   2.
    Summary of
    Significant Accounting
    Policies  (Continued)  catch-up
    Income
    Taxes
  Accounting for Income Taxes
  Net Income per
    Share
  Earnings Per
    Share
  Foreign
    Currency Translation
  Foreign Currency
    Translation
  Comprehensive
    Income
  Reporting Comprehensive Income.
 61




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   2.
    Summary of
    Significant Accounting
    Policies  (Continued)    Segment
    Reporting
  Disclosures about Segments of an
    Enterprise and Related Information.
  Recent Accounting
    Pronouncements
  FIN 48
  Accounting for Uncertainty in Income Taxes Accounting for Income
    Taxes
  SFAS No. 157
  Fair Value Measurements
 62




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   2.
    Summary of
    Significant Accounting
    Policies  (Continued)  SFAS No. 158
  Employers Accounting for Defined Benefit Pension and
    Other Postretirement Plans Employers Accounting for
    Pensions, Employers
    Accounting for Settlements and Curtailments of Defined Benefit
    Pension Plans and for Termination Benefits, Employers Accounting for
    Postretirement Benefits Other than Pensions, Employers Disclosures about
    Pensions and Other Postretirement Benefits.
  SFAS No. 159
  The
    Fair Value Option for Financial Assets and Financial
    Liabilities, including an amendment of FASB Statement
    No. 115.
  SAB No. 108
  Considering the Effects of
    Prior Year Misstatements when Quantifying Misstatements in
    Current Year Financial Statements.
 63




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
  3.
    Business
    Combinations  MediaTransfer
         64




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   3.
    Business
    Combinations  (Continued)    Current assets

$
4,066Property, plant and equipment, net


204Goodwill


8,391Intangible assets


1,570Other long-term assets


145Deferred tax assets


223Total assets acquired


14,599Current liabilities


(1,691
)Deferred tax liability


(628
)Total liabilities assumed


(2,319
)Net assets acquired

$
12,280     Wirthlin
    Worldwide
       65




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   3.
    Business
    Combinations  (Continued)        Current assets

$
11,827Property, plant and equipment, net


1,687Goodwill, including $3,926 of
    acquired goodwill


39,782Intangible assets


7,780Other long-term assets


2,280Total assets acquired


63,356Current liabilities


(10,363
)Deferred tax liability


(2,742
)Notes payable, current


(2,828
)Notes payable, long-term


(3,248
)Total liabilities assumed


(19,181
)Net assets acquired

$
44,175      4.
    Restructuring
    Charges  Fiscal
    2007
   66




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   4.
    Restructuring
    Charges  (Continued)        LeaseSeverance


Commitments


TotalNet charge during fiscal 2007

$
107


$
230


$
337Cash payments during fiscal 2007


(45
)


(230
)


(275
)Remaining reserve at June 30,
    2007

$
62


$



$
62     Fiscal
    2006
  Accounting for the Impairment or
    Disposal of Long-Lived Assets
     67




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   4.
    Restructuring
    Charges  (Continued)    LeaseSeverance


Commitments


TotalNet charge during fiscal 2006

$
191


$
59


$
250Cash payments during fiscal 2006


(101
)






(101
)Remaining reserve at June 30,
    2006

$
90


$
59


$
149Cash payments during fiscal 2007


(90
)


(34
)


(124
)Remaining reserve at June 30,
    2007

$



$
25


$
25     Fiscal
    2005
      LeaseSeverance


Commitments


TotalNet charge during fiscal 2005

$
841


$
214


$
1,055Cash payments during fiscal 2005


(608
)


(35
)


(643
)Fiscal 2005 adjustments


77







77Remaining reserve at June 30,
    2005

$
310


$
179


$
489Cash payments during fiscal 2006


(310
)


(179
)


(489
)Remaining reserve at June 30,
    2006

$



$



$
    68




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   4.
    Restructuring
    Charges  (Continued)    5.
    Discontinued
    Operations  Rent and
    Recruit
          2007


2006


2005Revenues

$
3,546


$
3,827


$
3,330Income from discontinued
    operations, net of tax


122



260



194  69




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   5.
    Discontinued
    Operations  (Continued)    2007


2006Accounts receivable

$
535


$
915Unbilled receivables


28



125Prepaid expenses and other current
    assets


17



140Property, plant and equipment, net


50



62Goodwill


396



396Deferred tax assets


48



59Assets held for sale

$
1,074


$
1,697Accounts payable

$
(212
)

$
(221
)Accrued expenses


(57
)


(55
)Deferred revenue


(61
)


(69
)Liabilities held for sale

$
(330
)

$
(345
)   Japanese
    Operations
       70




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##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   5.
    Discontinued
    Operations  (Continued)      2005Revenues

$
4,938Income (loss) from discontinued
    operations (excluding loss on disposal of $2,684 in 2005)


(271
)    6.
    Marketable
    Securities    2007


2006Cost


Fair
    Value


Cost


Fair
    ValueType of issue:Auction rate securities

$
3,000


$
3,000


$
28,800


$
28,800Corporate bonds


920



919



11,269



11,219Government securities


500



499



5,156



5,126Total available-for-sale securities

$
4,420


$
4,418


$
45,225


$
45,145       2007


2006Cost


Fair
    Value


Cost


Fair
    ValueMaturity date:Due in one year or less

$
1,420


$
1,418


$
42,313


$
42,263Due after one year through three
    years










2,912



2,882Due after greater than three years


3,000



3,000







Total available-for-sale securities

$
4,420


$
4,418


$
45,225


$
45,145    71




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##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
  7.
    Property, Plant
    and Equipment    2007


2006Furniture and fixtures

$
5,466


$
4,990Equipment


28,494



26,289Leasehold improvements


8,870



8,21942,830



39,498Accumulated depreciation


(32,928
)


(29,801
)$
9,902


$
9,697     8.
    Goodwill    Balance at June 30, 2004

$
63,906Acquisition of Wirthlin Worldwide,
    Inc. during the quarter ended September 30, 2004
    (Note 3)


37,164Cumulative purchase accounting
    adjustments in connection with the acquisition of Wirthlin
    (Note 3)


2,625Impairment of goodwill
    attributable to Japanese subsidiaries (Note 5)


(2,954
)First installment of Novatris
    contingent consideration  net profit target


546Balance at June 30, 2005

$
101,287First quarter Wirthlin goodwill
    adjustment


(47
)Second installment of Novatris
    contingent consideration  net profit target


534Novatris contingent
    consideration  panel growth target


1,640Second installment of Wirthlin
    contingent consideration (Note 3)


40Balance at June 30, 2006

$
103,454Acquisition of MediaTransfer AG
    during the quarter ended June 30, 2007 (Note 3)


8,391Goodwill attributable to Rent and
    Recruit business (Note 5)


(396
)Prior period purchase accounting
    adjustment of deferred taxes


105Balance at June 30, 2007

$
111,554   72




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
  9.
    Acquired
    Intangible Assets Subject to Amortization    2007


2006Gross





Net


Gross





NetCarrying


Accumulated


Book


Carrying


Accumulated


BookAmount


Amortization


Value


Amount


Amortization


ValueAmortized intangible assets
    Contract-based intangibles

$
1,761


$
1,751


$
10


$
1,750


$
1,708


$
42Internet respondent database


2,341



783



1,558



2,000



519



1,481Customer relationships


8,430



2,271



6,159



7,230



1,468



5,762Trade names


5,033



972



4,061



5,015



652



4,363Total

$
17,565


$
5,777


$
11,788


$
15,995


$
4,347


$
11,648   For the Fiscal
    Years EndedJune 30,2007


2006


2005Aggregate amortization expense:For the fiscal year ended

$
1,430


$
1,742


$
1,660Estimated amortization expense for
    the fiscal years ending June 30,:2008

$
1,5922009

$
1,5392010

$
1,3962011

$
1,3742012

$
1,374    10.
    Accrued
    Expenses    2007


2006HIpoints accrual

$
4,305


$
3,470Bonuses


3,353



4,761Payroll and withholding expenses


2,688



3,043Accrued vacation


1,544



1,390Other


10,308



8,854$
22,198


$
21,518    73




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
  11.
    Line and Letters
    of Credit        12.
    Stockholders
    Equity  Common
    Stock
    Share
    Repurchase Program
   74




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   12.
    Stockholders
    Equity  (Continued)          Stockholder
    Rights Plan
  ten-day
 75




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   12.
    Stockholders
    Equity  (Continued)      13.
    Stock-Based
    Compensation      Accounting for Stock-Based Compensation 
    Transition and Disclosure
 2005Net income, as reported

$
1,583Deduct: Total stock-based
    compensation expense determined under fair value method of all
    awards, net of related tax effect


1,490Pro-forma net income

$
93Basic net income per share:As reported

$
0.03Pro-forma

$
0.00Diluted net income per share:As reported

$
0.03Pro-forma

$
0.00  76




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   13.
    Stock-Based
    Compensation  (Continued)    2007


2006Cost of services

$
97


$
95Sales and marketing


195



204General and administrative


3,495



2,842$
3,787


$
3,141     Long-Term
    Incentive Plan
    Options Issued
    Outside the Incentive Plan
     77




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   13.
    Stock-Based
    Compensation  (Continued)  Investor Stock
    Options
    Summary of
    Options and Restricted Stock Status
    2007


2006


2005Weighted





Weighted





WeightedAverage





Average





AverageExercise





Exercise





ExerciseShares


Price


Shares


Price


Shares


PriceOptions outstanding at July 1


6,150,034


$
5.41



5,928,222


$
6.14



4,128,702


$
5.38Granted


652,500



5.54



851,333



4.99



3,565,300



5.68Forfeited


(751,591
)


7.31



(414,200
)


6.73



(989,790
)


8.36Exercised


(474,570
)


3.46



(215,321
)


2.53



(775,990
)


2.31Options outstanding at June 30


5,576,373


$
5.34



6,150,034


$
5.41



5,928,222


$
6.14       2007


2006


2005Risk-free interest rate


4.6
%


4.6
%


3.4
%Weighted-average expected life (in
    years)


6.3



6.3



4.0Volatility factor


63
%


80
%


48
%Dividend yield










Weighted-average fair value

$
3.50


$
3.63


$
2.32    78




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   13.
    Stock-Based
    Compensation  (Continued)    Options
    Outstanding


Options
    ExercisableWeighted-











Weighted-Number


Average


Weighted-








Average


WeightedOutstanding


Remaining


Average


Aggregate





Remaining


Average


AggregateRange of

at
    June 30,


Contractual


Exercise


Intrinsic


Number of


Contractual


Exercise


IntrinsicExercise
    Prices

2007


Life (In
    Years)


Price


Value


Options


Life (In
    Years)


Price


Value$ 0.47  0.47


116,000



0.3


$
0.47







116,000



0.3


$
0.471.26  2.42


480,958



4.7



2.25







480,958



4.7



2.253.00  4.98


1,588,844



6.9



4.28







900,005



6.0



4.165.00  6.38


1,969,571



8.5



5.56







716,373



7.7



5.686.56  8.96


1,369,887



6.8



7.39







1,098,880



6.7



7.4711.00


140,000



2.7



11.00







140,000



2.7



11.005,665,260



7.0


$
5.39


$
947



3,452,216



6.1


$
5.42


$
493     2007


2006Weighted





WeightedAverage





AverageFair Value at





Fair Value atShares


Date of
    Grant


Shares


Date of
    GrantRestricted shares outstanding at
    July 1


116,333


$
5.05






$
Granted


209,135



6.00



140,500



5.07Forfeited


(5,028
)


6.53







Vested


(119,818
)


5.67



(24,167
)


5.15Restricted shares outstanding at
    June 30


200,622


$
5.63



116,333


$
5.05     RestrictedStock


StockOptions


Awards


Total2008

$
2,756


$
416


$
3,1722009


2,054



265



2,3192010


1,017



259



1,2762011


427



166



593Total

$
6,254


$
1,106


$
7,360Weighted-average vesting period
    (in years)


3.0



3.6



3.1  79




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##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   13.
    Stock-Based
    Compensation  (Continued)  Employee Stock
    Purchase Plan
          2007


2006Risk-free interest rate


5.0
%


3.9
%Weighted-average expected life (in
    years)


0.5



0.5Volatility factor


40
%


51
%Dividend yield






Weighted-average fair value

$
1.37


$
1.32    14.
    401(k)
    Plan     80




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
  15.
    Income
    Taxes    2007


2006


2005U.S.

$
11,410


$
15,065


$
9,940Foreign


2,863



340



(618
)$
14,273


$
15,405


$
9,322     2007


2006


2005Current:Federal

$
1,273


$
279


$
136State


802



402



290Foreign


583



306



$
2,658


$
987


$
426Deferred:Federal

$
2,459


$
6,225


$
3,371State


156



(235
)


1,291Foreign


46



(772
)


(110
)$
2,661


$
5,218


$
4,552$
5,319


$
6,205


$
4,978     2007


2006


2005Provision at federal statutory rate

$
4,996


$
5,392


$
3,263State income tax provision net of
    federal effect


817



921



1,478Unremitted earnings and rate
    differential of foreign subsidiaries


(275
)


221



106Stock-based compensation


386



539



Valuation allowance reversal


(998
)


(1,036
)


Other


393



168



131$
5,319


$
6,205


$
4,978    81




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##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   15.
    Income
    Taxes  (Continued)    2007


2006Operating loss carryforwards

$
14,059


$
17,877Internet database development
    expenses


1,133



1,243Stock-based compensation


1,338



784HIpoints accrual


1,724



1,392Capital loss carryforward


835



1,326Minimum tax credits


11



771Property, plant and equipment


760



422Accrued expenses


204



354Other


584



441Gross deferred tax assets


20,648



24,610Valuation allowance


(796
)


(1,794
)19,852



22,816Goodwill


(1,561
)


(1,304
)Other intangibles


(1,768
)


(1,773
)Gross deferred tax liabilities


(3,329
)


(3,077
)Net deferred tax assets

$
16,523


$
19,739          82




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   15.
    Income
    Taxes  (Continued)        16.
    Net Income per
    Share    For the Years
    Ended June 30,2007


2006


2005Weighted-average outstanding
    common shares for basic net income per share


56,133,355



61,511,031



60,264,152Dilutive effect of outstanding
    stock options and restricted stock


264,245



174,746



973,912Shares for diluted net income per
    share


56,397,600



61,685,777



61,238,064     2007


2006


2005Numerator:Net income

$
9,076


$
9,460


$
1,583Denominator for basic net income
    per share  weighted-average shares


56,133,355



61,511,031



60,264,152Basic net income per share

$
0.16


$
0.15


$
0.03Denominator for diluted net income
    per share  weighted-average shares


56,397,600



61,685,777



61,238,064Diluted net income per share

$
0.16


$
0.15


$
0.03   83




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
  17.
    Enterprise-Wide
    Disclosures  Non-U.S. market
        U.S.


Europe


Asia


Total2007:Revenue from services

$
159,843


$
51,960


$



$
211,803Operating income (loss)


9,802



2,734



(219
)


12,317Long-lived assets


7,298



2,604







9,902Deferred tax assets


16,815



(541
)


249



16,5232006:Revenue from services

$
166,228


$
45,956


$



$
212,184Operating income (loss)


13,837



293



(239
)


13,891Long-lived assets


7,691



2,005



1



9,697Deferred tax assets


19,682



(105
)


162



19,7392005:Revenue from services

$
146,589


$
46,523


$
523


$
193,635Operating income (loss)


9,530



(636
)


(164
)


8,730Long-lived assets


9,302



2,399



4



11,705Deferred tax assets


25,758



(877
)


66



24,947   84




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
  18.
    Commitments and
    Contingencies    Fiscal Years
    Ending June 30:2008

$
5,5582009


4,8432010


4,4532011


2,6242012


1,9152013 and thereafter


4,294     19.
    Legal
    Proceedings  Form 10-K,
  20.
    Related Party
    Transactions     85




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   20.
    Related Party
    Transactions  (Continued)        21.
    Supplemental Cash
    Flow Information    2007

2006

2005Interest

$
(2,057
)

$
(1,571
)

$
(423
)Taxes

$
3,153


$
1,229


$
389   86




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
  22.
    Unaudited
    Quarterly Results of Operations  Form 10-K.
  Three Months
    EndedSept. 30,


Dec. 31,


Mar. 31,


June 30,


Sept. 30,


Dec. 31,


Mar. 31,


June 30,2005


2005


2006


2006


2006


2006


2007


2007(In thousands,
    except per share data)Revenue from services

$
48,169


$
53,820


$
51,428


$
58,767


$
47,213


$
55,735


$
51,748


$
57,107Cost of services


22,912



26,463



23,770



28,988



22,477



26,616



26,132



28,048Gross profit


25,257



27,357



27,658



29,779



24,736



29,119



25,616



29,059Operating expenses:Sales and marketing


4,956



4,964



5,168



5,452



4,659



5,316



5,642



5,534General and administrative


16,435



16,724



16,702



18,297



17,335



16,917



16,945



17,533Depreciation and amortization


1,910



1,799



1,720



1,782



1,710



1,606



1,604



1,864Gain on sale of assets






















(410
)






(378
)Restructuring charges














250















337Total operating expenses


23,301



23,487



23,590



25,781



23,704



23,429



24,191



24,890Operating income


1,956



3,870



4,068



3,998



1,032



5,690



1,425



4,169Interest and other income


202



266



396



669



578



615



580



477Interest expense


(5
)


(6
)


(6
)


(3
)






(5
)


(5
)


(284
)Income from continuing operations before income taxes


2,153



4,130



4,458



4,664



1,610



6,300



2,000



4,362Provision for income taxes


957



1,833



1,948



1,467



673



2,719



879



1,048Income from continuing operations


1,196



2,297



2,510



3,197



937



3,581



1,121



3,314Income (loss) from discontinued operations


44



53



25



136



(5
)


43



35



49Net income

$
1,240


$
2,350


$
2,535


$
3,333


$
932


$
3,624


$
1,156


$
3,363Basic net income (loss) per share*:Continuing operations

$
0.02


$
0.04


$
0.04


$
0.05


$
0.02


$
0.06


$
0.02


$
0.06Discontinued operations


0.00



0.00



0.00



0.00



(0.00
)


0.00



0.00



0.00Basic net income per share

$
0.02


$
0.04


$
0.04


$
0.05


$
0.02


$
0.06


$
0.02


$
0.06Diluted net income (loss) per share*:Continuing operations

$
0.02


$
0.04


$
0.04


$
0.05


$
0.02


$
0.06


$
0.02


$
0.06Discontinued operations


0.00



0.00



0.00



0.00



(0.00
)


0.00



0.00



0.00Diluted net income per share

$
0.02


$
0.04


$
0.04


$
0.05


$
0.02


$
0.06


$
0.02


$
0.06   87




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
  23.
    Subsequent
    Events  Decima
    Research Acquisition
        Marketshare
    Acquisition
   88




---



##### Table of Contents



HARRIS
    INTERACTIVE INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Years Ended
    June 30, 2007, 2006 and 2005
   23.
    Subsequent
    Events  (Continued)      Index to
    Financial Statement Schedules
  Schedule
    II  Valuation Qualifying Accounts

94  89




---



##### Table of Contents



Item 9.
    Changes
    in and Disagreements with Accountants on Accounting and
    Financial Disclosure    Item 9A.
    Controls
    and Procedures  Evaluation of
    Disclosure Controls and Procedures
  Rule 13a-15(e)
  Form 10-K,
  Managements
    Report on Internal Control over Financial Reporting
  Rule 13a-15(f)
      Internal Control  Integrated Framework
 90




---



##### Table of Contents



Form 10-K.
  Changes in
    Internal Control over Financial Reporting
    Item 9B.
    Other
    Information    
    Continuation of Dr. Terhanians base salary at
    $299,000 and increase of his target bonus to $100,000, each
    subject to certain adjustments for currency fluctuations,
    Continuation of Dr. Allsops base salary at $275,000
    and his target bonus at $75,000,
    Continuation of Dr. Terhanians benefits related to
    his residence in the United Kingdom,
    Post-termination payments in the event Dr. Terhanians
    employment is terminated without cause or by him for good reason
    (in each case including after a change in control), equal to
    one-years base salary, one-years health benefits,
    and a pro rated bonus payment, with a requirement for delivery
    of a general release as a condition for the receipt of such
    payments,
    Post-termination payments in the event Dr. Allsops
    employment is terminated without cause or by him for good reason
    equal to six months base salary, six-months health
    benefits and a pro rated bonus payment, and post-termination
    payments in the event Dr. Allsops employment is
    terminated without cause or by him for good reason in the first
    year after a change in control equal to one years base
    salary, one years health benefits and a pro rated bonus
    payment, in each case with a requirement for delivery of a
    general release as a condition for the receipt of such
    payments, and
    Non-compete/non-solicitation, non-disparagement, and
    confidentiality terms with a claw-back of post-termination
    payments in the event of a violation of the terms of the
    agreement.  Form 10-K
  Form 8-K
  PART III
  Item 10.
    Directors,
    Executive Officers and Corporate Governance  Form 10-K
 91




---



##### Table of Contents



Form 10-K Form 10-K.
  Form 10-K
  Form 10-K
  Form 8-K
  Item 11.
    Executive
    Compensation  Form 10-K
  Item 12.
    Security
    Ownership of Certain Beneficial Owners and Management and
    Related Stockholder Matters  Form 10-K
  Item 13.
    Certain
    Relationships and Related Transactions, and Director
    Independence  Form 10-K
  Form 10-K
  Item 14.
    Principal
    Accountant Fees and Services  Form 10-K
 92




---



##### Table of Contents



PART IV
  Item 15.
    Exhibit
    and Financial Statements Schedules  Financial
    Statements
  Form 10-K.
  Exhibits
  Form 10-K
 93




---



##### Table of Contents



Schedule II
    Valuation and Qualifying Accounts
    (In thousands)
  Balance at


Additions


Deductions


BalanceBeginning


Charged to


Amounts


at Endof
    Period


Earnings


Written
    Off


of
    PeriodFiscal year ended June 30,
    2005Deducted in the consolidated
    balance sheet:Allowance for doubtful accounts
    receivable

$
224


$
225


$
244


$
205Deferred tax valuation allowance

$
1,417


$
1,536


$
123


$
2,830Fiscal year ended June 30,
    2006Deducted in the consolidated
    balance sheet:Allowance for doubtful accounts
    receivable

$
205


$
25


$
160


$
70Deferred tax valuation allowance

$
2,830


$



$
1,036


$
1,794Fiscal year ended June 30,
    2007Deducted in the consolidated
    balance sheet:Allowance for doubtful accounts
    receivable

$
70


$
34


$
22


$
82Deferred tax valuation allowance

$
1,794


$



$
998


$
796  94




---



##### Table of Contents



SIGNATURES
       By:
    /s/  Ronald
    E. Salluzzo    Executive Vice President, Chief
 Financial Officer,
 Treasurer and Secretary
   95




---



##### Table of Contents



POWER OF
    ATTORNEY
  Form 10-K,
    Name

Capacity

Date/s/  Gregory
    T. NovakGregory
    T. Novak

President and Chief Executive
    Officer (Principal Executive Officer) and Director

September 12, 2007/s/  Ronald
    E. SalluzzoRonald
    E. Salluzzo

Executive Vice President, Chief
    Financial Officer, Treasurer and Secretary (Principal Financial
    Officer)

September 12, 2007/s/  Eric
    W. NarowskiEric
    W. Narowski

Vice President and Corporate
    Controller (Principal Accounting Officer)

September 12, 2007/s/  Leonard
    R. BayerLeonard
    R. Bayer

Director

September 12, 2007/s/  George
    BellGeorge
    Bell

Director

September 12, 2007/s/  David
    BrodskyDavid
    Brodsky

Director

September 12, 2007/s/  Stephen
    D. HarlanStephen
    D. Harlan

Director

September 12, 2007/s/  James
    R. RiedmanJames
    R. Riedman

Director

September 12, 2007/s/  Subrata
    K. SenSubrata
    K. Sen

Director

September 12, 2007/s/  Howard
    L. ShecterHoward
    L. Shecter

Director

September 12, 2007/s/  Antoine
    G. TreuilleAntoine
    G. Treuille

Director

September 12, 2007  96




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##### Table of Contents



INDEX OF
    EXHIBITS
  ExhibitNumber

Exhibit
    Title2
.1

Agreement and Plan of Merger,
    dated August 5, 2001, among Harris Interactive Inc. (the
    Company), Total Merger Sub Inc., and Total Research
    Corporation (filed as Exhibit 99.1 to the Companys Current
    Report on Form 8-K filed August 14, 2001 and incorporated herein
    by reference).2
.2

Share Purchase Agreement dated
    March 2, 2004 among Harris Interactive International Inc.
    (HII) and the Shareholders of Novatris, S.A.
    (filed as Exhibit 10.1 to the Companys Registration
    Statement on Form S-3 filed March 8, 2004 (Registration No.
    333-113389) and incorporated herein by reference).2
.3

Agreement and Plan of Merger,
    dated as of September 8, 2004, by and among the Company,
    Wirthlin Worldwide, Inc. (Wirthlin), Capitol
    Merger Sub, LLC and the Stockholders of Wirthlin (filed as
    Exhibit 2.1 to the Companys Current Report on Form 8-K
    filed September 9, 2004 and incorporated herein by reference).2
.4

Stock Purchase Agreement dated May
    19, 2005, by and among Minoru Aoo, M&A Create Co., Ltd.,
    and HII (filed as Exhibit 10.1 to the Companys Current
    Report on Form 8-K filed May 23, 2005 and incorporated herein by
    reference).2
.5

Share Sale and Purchase Agreement,
    dated March 30, 2007, among the Company, HII, and the
    stockholders of MediaTransfer AG Netresearch & Consulting
    (filed as Exhibit 2.1 to the Companys Current Report on
    Form 8-K filed April 2, 2007 and incorporated herein by
    reference).2
.6

Share Purchase Agreement dated
    August 16, 2007 by and among the Company, 2144798 Ontario Inc.,
    and all the stockholders of Decima Research Inc. (filed as
    Exhibit 2.1.1 to the Companys Current Report on Form 8-K
    filed August 16, 2007 and incorporated herein by reference).2
.7

Agreement Relating to the Sale and
    Purchase of the Entire Issued Share Capitals of Marketshare
    Limited and Marketshare Pte Ltd dated August 16, 2007 by and
    among Harris Interactive Asia Limited, HII, and all the
    stockholders of Marketshare Limited and Marketshare Pte Ltd
    (filed as Exhibit 2.1.6 to the Companys Current Report on
    Form 8-K filed August 16, 2007 and incorporated herein by
    reference).3
.1

Amended and Restated Certificate
    of Incorporation of the Company (filed as Exhibit 3.1 to the
    Companys Annual Report on Form 10-K for the fiscal year
    ended June 30, 2000 and incorporated herein by reference).3
.2

By-laws of the Company (filed as
    Exhibit 3.2 to the Companys Annual Report on Form 10-K for
    the fiscal year ended June 30, 2001 and incorporated herein by
    reference).3
.3

Certificate of Designation,
    Preferences and Rights of Series A Preferred Stock of the
    Company (filed as Exhibit 3.1 to the Companys Current
    Report on Form 8-K filed March 14, 2005 and incorporated herein
    by reference).4
.1

Rights Agreement, dated as of
    March 11, 2005, by and between the Company and American Stock
    Transfer & Trust Company, as Rights Agent (filed as Exhibit
    4.1 to the Companys Current Report on Form 8-K filed March
    14, 2005 and incorporated herein by reference).10
.1.1*

Long-Term Incentive Plan of the
    Company (included as Appendix B to the Companys Definitive
    Proxy Statement on Schedule 14A filed October 8, 2004 and
    incorporated herein by reference).10
.1.2*

Form of Non-Qualified Stock Option
    Agreement (filed as Exhibit 10.3 to the Companys
    Registration Statement on Form S-8 filed December 14, 2004
    (Registration No. 333-121250) and incorporated herein by
    reference).10
.1.3*

Form of Non-Qualified Stock Option
    Agreement (filed as Exhibit 10.2 to the Companys Quarterly
    Report on Form 10-Q for the fiscal quarter ended December 31,
    2006 and incorporated herein by reference) 97




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##### Table of Contents



ExhibitNumber

Exhibit
    Title10
.1.4*

Form of Non-Qualified Stock Option
    Agreement (filed as Exhibit 10.5 to the Companys Quarterly
    Report on Form 10-Q for the fiscal quarter ended March 31, 2007
    and incorporated herein by reference).10
.1.5*

Form of Incentive Stock Option
    Agreement (filed as Exhibit 10.4 to the Companys
    Registration Statement on Form S-8 filed December 14, 2004
    (Registration No. 333-121250) and incorporated herein by
    reference).10
.1.6*

Form of Restricted Stock Agreement
    for Non-Employee Directors (filed as Exhibit 10.2 to the
    Companys Current Report on Form 8-K filed May 9, 2006 and
    incorporated herein by reference).10
.1.7*

Form of Restricted Stock Agreement
    for Non-Employee Directors (filed as Exhibit 10.7 to the
    Companys Quarterly Report on Form 10-Q for the fiscal
    quarter ended March 31, 2007 and incorporated herein by
    reference).10
.1.8*

Form of Restricted Stock Agreement
    for Employees (filed as Exhibit 10.8 to the Companys
    Quarterly Report on Form 10-Q for the fiscal quarter ended March
    31, 2006 and incorporated herein by reference).10
.1.9*

Form of Restricted Stock Agreement
    for Employees (filed as Exhibit 10.3 to the Companys
    Quarterly Report on Form 10-Q for the fiscal quarter ended
    December 31, 2006 and incorporated herein by reference.10
.1.10*

Form of Restricted Stock Agreement
    for Employees (filed as Exhibit 10.6 to the Companys
    Quarterly Report on Form 10-Q for the fiscal quarter ended March
    31, 2007 and incorporated herein by reference).10
.1.11*

Form of Restricted Stock Agreement
    for Employees (2007 Performance Based Award Grants).10
.2.1*

1999 Employee Stock Purchase Plan
    of the Company (included as Appendix C to the Companys
    Definitive Proxy Statement on Schedule 14A filed October 8, 2004
    and incorporated herein by reference).10
.2.2*

Form of Subscription Agreement
    under 1999 Employee Stock Purchase Plan of the Company (included
    as Exhibit A to Exhibit 10.2 to the Companys Registration
    Statement on Form S-1 filed September 17, 1999 (Registration No.
    333-87311) and incorporated herein by reference).10
.3.1

Share Repurchase Program 10b5-1
    Plan Document, dated as of June 9, 2006 (filed as Exhibit 10.1
    to the Companys Current Report on Form 8-K filed June 12,
    2006 and incorporated herein by reference).10
.3.2

Share Repurchase Program 10b5-1
    Plan Document, dated as of March 9, 2007 (filed as Exhibit 10.1
    to the Companys Current Report on Form 8-K filed March 12,
    2007 and incorporated herein by reference).10
.4.1*

Letter Agreement between the
    Company and Dee Allsop, dated September 9, 2004 (filed as
    Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q
    for the fiscal quarter ended September 30, 2004 and incorporated
    herein by reference).10
.4.2*

Employment Agreement between the
    Company and Dee Allsop, dated September 6, 2007.10
.4.3*

Employment Agreement dated August
    16, 2007 between Decima Research Inc. and Bruce Anderson (filed
    as Exhibit 2.1.3 to the Companys Current Report on Form
    8-K filed August 16, 2007 and incorporated herein by
    reference)10
.4.4*

Non-Qualified Option Agreement
    with Bruce Anderson dated August 16, 2007 (filed as Exhibit
    2.1.4 to the Companys Current Report on Form 8-K filed
    August 16, 2007 and incorporated herein by reference)10
.4.5*

Restricted Stock Agreement with
    Bruce Anderson dated August 16, 2007(filed as Exhibit 2.1.5
    to the Companys Current Report on Form 8-K filed August
    16, 2007 and incorporated herein by reference) 98




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##### Table of Contents



ExhibitNumber

Exhibit
    Title10
.4.6*

Amended and Restated Employment
    Agreement between the Company and Albert Angrisani, effective as
    of April 1, 2004 (filed as Exhibit 99.2 to the Companys
    Current Report on Form 8-K filed April 2, 2004 and incorporated
    herein by reference).10
.4.7*

Employment Agreement by and
    between the Company and Leonard R. Bayer, dated July 1, 2003
    (filed as Exhibit 10.31 to the Companys Annual Report on
    Form 10-K for the fiscal year ended June 30, 2003 and
    incorporated herein by reference).10
.4.8*

Amendment to Employment Agreement
    between the Company and Leonard R. Bayer, dated as of January 1,
    2005 (filed as Exhibit 10.4 to the Companys Current Report
    on Form 8-K filed January 4, 2005 and incorporated herein by
    reference).10
.4.9*

Amendment Number 2 to Employment
    Agreement between the Company and Leonard R. Bayer, dated as of
    June 15, 2006 and effective as of July 1, 2006 (filed as Exhibit
    10.1 to the Companys Current Report on Form 8-K filed June
    20, 2006 and incorporated herein by reference).10
.4.10*

Employment Agreement between the
    Company and Leonard R. Bayer, dated as of April 30, 2007 (filed
    as Exhibit 10.11 to the Companys Quarterly Report on Form
    10-Q for the fiscal quarter ended March 31, 2007 and
    incorporated herein by reference).10
.4.11*

Employment Agreement between the
    Company and Gordon S. Black, dated as of December 16, 2002
    (filed as Exhibit 10.1 to the Companys Quarterly Report on
    Form 10-Q for the fiscal quarter ended December 31, 2002
    (erroneously referenced therein as Confidentiality and
    Non-Competition Agreement) and incorporated herein by reference).10
.4.12*

Amendment to Employment Agreement
    by and between the Company and Gordon S. Black, dated July 1,
    2003 (filed as Exhibit 10.30 to the Companys Annual Report
    on Form 10-K for the fiscal year ended June 30, 2003 and
    incorporated herein by reference).10
.4.13*

Employment Agreement between the
    Company and Frank J. Connolly, Jr., dated as of January 1, 2005
    (filed as Exhibit 10.1 to the Companys Current Report on
    Form 8-K filed January 4, 2005 and incorporated herein by
    reference).10
.4.14*

Non-Qualified Stock Option
    Agreement between the Company and Frank J. Connolly, Jr., dated
    as of January 3, 2005 (filed as Exhibit 10.2 to the
    Companys Current Report on Form 8-K filed January 4, 2005
    and incorporated herein by reference).10
.4.15*

Amendment to Employment Agreement
    between the Company and Frank J. Connolly, Jr. dated as of April
    28, 2006 (filed as Exhibit 10.4 to the Companys Quarterly
    Report on Form 10-Q for the fiscal quarter ended March 31, 2006
    and incorporated herein by reference).10
.4.16*

Employment Agreement by and
    between Total Research Corporation and Theresa Flanagan, dated
    January 1, 1999 (filed as Exhibit 10.34 to the Companys
    Annual Report on Form 10-K for the fiscal year ended June 30,
    2003 and incorporated herein by reference).10
.4.17*

Letter agreement between the
    Company and Theresa A. Flanagan, dated as of April 26, 2005
    (filed as Exhibit 10.1 to the Companys Current Report on
    Form 8-K filed April 29, 2005 and incorporated herein by
    reference).10
.4.18*

Employment Agreement between the
    Company and Robert E. Knapp, dated as of December 31, 2003 and
    effective as of January 26, 2004 (filed as Exhibit 10.1 to the
    Companys Current Report on Form 8-K filed January 6, 2004
    and incorporated herein by reference).10
.4.19*

Amendment to Employment Agreement
    between the Company and Robert E. Knapp, dated as of January 1,
    2005 (filed as Exhibit 10.3 to the Companys Current Report
    on Form 8-K filed January 4, 2005 and incorporated herein by
    reference).10
.4.20*

Separation Agreement and Mutual
    Release of Claims effective as of June 30, 2005 between the
    Company and Robert E. Knapp (filed as Exhibit 10.1 to the
    Companys Current Report on Form 8-K filed July 6, 2005 and
    incorporated herein by reference).10
.4.21*

Employment Agreement between the
    Company and Gregory T. Novak, dated April 1, 2004 (filed as
    Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q
    for the fiscal quarter ended March 31, 2004 and incorporated
    herein by reference). 99




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##### Table of Contents



ExhibitNumber

Exhibit
    Title10
.4.22*

Amendment to Employment Agreement
    between the Company and Gregory T. Novak, dated as of January 1,
    2005 (filed as Exhibit 10.5 to the Companys Current Report
    on Form 8-K filed January 4, 2005 and incorporated herein by
    reference).10
.4.23*

Amendment to Employment Agreement
    by and between the Company and Gregory T. Novak, dated as of May
    24, 2005 and effective as of May 23, 2005 (filed as Exhibit
    10.3.30 to the Companys Annual Report on Form 10-K for the
    fiscal year ended June 30, 2005 and incorporated herein by
    reference).10
.4.24*

Amended and Restated Employment
    Agreement between the Company and Gregory T. Novak, dated as of
    September 28, 2005 (filed as Exhibit 10.1 to the Companys
    Current Report on Form 8-K filed October 3, 2005 and
    incorporated herein by reference).10
.4.25*

Modification of Salary Arrangement
    between the Company and Gregory T. Novak (filed as Exhibit
    10.3.42 to the Companys Annual Report on Form 10-K for the
    fiscal year ended June 30, 2006 and incorporated herein by
    reference).10
.4.26*

Employment Agreement between the
    Company and Gregory T. Novak, dated as of April 30, 2007 (filed
    as Exhibit 10.8 to the Companys Quarterly Report on Form
    10-Q for the fiscal quarter ended March 31, 2007 and
    incorporated herein by reference).10
.4.27*

Letter Agreement between the
    Company and David Richardson, dated September 9, 2004 (filed as
    Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q
    for the fiscal quarter ended September 30, 2004 and incorporated
    herein by reference).10
.4.28*

Employment Agreement between the
    Company and Ronald E. Salluzzo, dated as of February 16, 2006
    and effective as of March 6, 2006 (filed as Exhibit 10.1 to the
    Companys Current Report on Form 8-K filed February 17,
    2006 and incorporated herein by reference).10
.4.29*

Form of Non-Qualified Stock Option
    Agreement between the Company and Ronald E. Salluzzo,
    dated as of March 6, 2006 (filed as Exhibit 10.2 to the
    Companys Current Report on Form 8-K filed February 17,
    2006 and incorporated herein by reference).10
.4.30*

Modification of Salary Arrangement
    between the Company and Ronald E. Salluzzo (filed as Exhibit
    10.3.41 to the Companys Annual Report on Form 10-K for the
    fiscal year ended June 30, 2006 and incorporated herein by
    reference).10
.4.31*

Employment Agreement between the
    Company and Ronald E. Salluzzo, dated as of April 30, 2007
    (filed as Exhibit 10.9 to the Companys Quarterly Report on
    Form 10-Q for the fiscal quarter ended March 31, 2007 and
    incorporated herein by reference).10
.4.32*

Employment Agreement by and
    between the Company and George Terhanian, dated September 26,
    2002 (filed as Exhibit 10.32 to the Companys Annual Report
    on Form 10-K for the fiscal year ended June 30, 2003 and
    incorporated herein by reference).10
.4.33*

Modification of Salary Arrangement
    between the Company and George B. Terhanian (filed as Exhibit
    10.3.45 to the Companys Annual Report on Form 10-K for the
    fiscal year ended June 30, 2006 and incorporated herein by
    reference).10
.4.34*

Employment Agreement between the
    Company and George H. Terhanian, dated as of September 6, 2007.10
.4.35*

Employment Agreement between the
    Company and David Vaden, dated January 1, 2004 (filed as Exhibit
    10.1 to the Companys Quarterly Report on Form 10-Q for the
    fiscal quarter ended March 31, 2004 and incorporated herein by
    reference).10
.4.36*

Employment Agreement between the
    Company and David B. Vaden, dated as of April 3, 2006 and
    effective as of February 20, 2006 (filed as Exhibit 10.1 to the
    Companys Current Report on Form 8-K filed April 7, 2006
    and incorporated herein by reference).10
.4.37*

Employment Agreement between the
    Company and David B. Vaden, dated as of April 30, 2007 (filed as
    Exhibit 10.10 to the Companys Quarterly Report on Form
    10-Q for the fiscal quarter ended March 31, 2007 and
    incorporated herein by reference). 100




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##### Table of Contents



ExhibitNumber

Exhibit
    Title10
.4.38*

Letter Agreement between the
    Company and Richard B. Wirthlin, dated September 9, 2004 (filed
    as Exhibit 10.3 to the Companys Quarterly Report on Form
    10-Q for the fiscal quarter ended September 30, 2004 and
    incorporated herein by reference).10
.4.39*

Salary and Termination
    Arrangements for Executive Officers between the Company and each
    of Katherine A. Binns, Richard W. Millard, Michelle F.
    ONeill and Arthur E. Coles (filed as Exhibit 10.13 to the
    Companys Quarterly Report on Form 10-Q for the fiscal
    quarter ended March 31, 2007 and incorporated herein by
    reference).10
.4.40*

Form of Change in Control
    Agreement entered into by Company with each of the following
    individuals (filed as Exhibit 10.1 to the Companys
    Quarterly Report on Form 10-Q for the fiscal quarter ended March
    31, 2003 and incorporated herein by reference):   Dennis K. Bhame

Arthur E. ColesGareth Davies

James E. FredricksonRonald B. Knight

Peter J. MillaGregory T. NovakDavid B. Vaden
   10
.4.41*

Form of Change in Control
    Agreement between the Company and each of Aled Morris, David
    Richardson and Stephan Sigaud (filed as Exhibit 10.1 to the
    Companys Current Report on Form 8-K filed May 31, 2005 and
    incorporated herein by reference).10
.4.42*

Change in Control Agreements
    between the Company and each of Katherine A. Binns, Richard W.
    Millard and Michelle F. ONeill (filed as Exhibit 10.12 to
    the Companys Quarterly Report on Form 10-Q for the fiscal
    quarter ended March 31, 2007 and incorporated herein by
    reference).10
.4.43*

Form of Change in Control
    Agreement between the Company and Eric W. Narowski.10
.4.44*

Form of Non-Qualified Stock Option
    Agreement between the Company and certain employees of Novatris,
    S.A. dated as of March 2, 2004 (filed as Exhibit 4.2 to the
    Companys Registration Statement on Form S-8 filed March 8,
    2004
    (Registration No. 333-113392)
    and incorporated herein by reference).10
.4.45*

Summary of Compensation
    Arrangements for Non-Employee Directors of Harris Interactive
    Inc. (filed as Exhibit 10.1 to the Companys Current Report
    on Form 8-K filed June 13, 2005 and incorporated herein by
    reference).10
.4.46*

Summary of Compensation
    Arrangements for Non-Employee Directors of Harris Interactive
    Inc. (filed as Exhibit 10.1 to the Companys Current Report
    on Form 8-K filed May 9, 2006 and incorporated herein by
    reference).10
.4.47*

Summary of Compensation
    Arrangements for Non-Employee Directors of Harris Interactive,
    effective as of November 1, 2006 (filed as Exhibit 10.3.43 to
    the Companys Annual Report on Form 10-K for the fiscal
    year ended June 30, 2006 and incorporated herein by reference).10
.4.48*

Description of Changes to
    Compensation Arrangements for Non-Employee Directors of Harris
    Interactive Inc. effective as of September 6, 2007.10
.4.49*

Description of Amended Executive
    Cash Bonus Plan as amended September 7, 2005 and September 8,
    2005 (filed as Exhibit 10.2 to the Companys Current Report
    on Form 8-K filed October 3, 2005 and incorporated herein by
    reference).10
.4.50*

Description of Cash Bonus Plan as
    amended August 21, 2006 (filed under Item 1.01 of the
    Companys Current Report on Form 8-K filed August 25, 2006
    and incorporated herein by reference).10
.4.51*

Description of Executive Officer
    Compensation Arrangements (filed as Exhibit 10.1 to the
    Companys Current Report on Form 8-K filed October 12, 2005
    and incorporated herein by reference).10
.4.52*

Summary of Salary Arrangements for
    Executive Officers (filed as Exhibit 10.3.44 to the
    Companys Annual Report on Form 10-K for the fiscal year
    ended June 30, 2006 and incorporated herein by reference). 101




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##### Table of Contents



ExhibitNumber

Exhibit
    Title10
.4.53*

Description of Salary and Bonus
    Arrangements with Executive Officers  Fiscal 2007 and 2008.10
.5

Form of Option Agreement between
    the Company and certain of the Shareholders of Novatris, S.A.
    (filed as Exhibit 10.2 to the Companys Registration
    Statement on Form S-3 filed March 8, 2004 (Registration No.
    333-113389) and incorporated herein by reference).10
.6.1

Leases for 135, 155 & 60
    Corporate Woods, Rochester, New York dated April 12, 1991
    between Gordon S. Black Corporation and Corporate Woods
    Associates, together with all amendments thereto (filed as
    Exhibit 10.6.1 to the Companys Registration Statement on
    Form S-1 filed September 17, 1999 and incorporated herein by
    reference); amendments dated February 11, 2000, March 14, 2000
    and October 1, 2000 (filed as Exhibit 10.6.1 to the
    Companys Annual Report on Form 10-K for the fiscal year
    ended June 30, 2001 and incorporated herein by reference).10
.6.2

Lease Agreement for 60 and 135
    Corporate Woods, Rochester, New York dated February 2, 2007
    between the Company and Corporate Woods Associates, LLC (filed
    as Exhibit 10.1 to the Companys Quarterly Report on Form
    10-Q for the fiscal quarter ended December 31, 2006 and
    incorporated herein by reference).10
.6.3

Lease for 70 Carlson Road,
    Rochester, New York dated July 1, 1998 between Gordon S. Black
    Corporation and Carlson Park Associates, together with all
    amendments thereto (filed as Exhibit 10.6.2 to the
    Companys Registration Statement on Form S-1 filed
    September 17, 1999 (Registration No. 333-87311) and incorporated
    herein by reference).10
.6.4

Agreement of Sublease between the
    Company and The McCall Pattern Company, Inc., as
    successor-in-interest by merger to Butterick Company, Inc.,
    dated as of June 8, 2004 (filed as Exhibit 10.5.4 to the
    Companys Current Report on Form 8-K filed March 18, 2005
    and incorporated herein by reference).10
.6.5

Agreement of Sublease between the
    Company and McCann Erickson Inc., dated as of March 29, 2007
    (filed as Exhibit 10.1 to the Companys Current Report on
    Form 8-K filed April 4, 2007 and incorporated herein by
    reference).10
.6.6

Lease Agreement between Wirthlin
    (formerly known as Decima Research) and WB&H Investments,
    dated September 15, 1985 (filed as Exhibit 10.4 to the
    Companys Quarterly Report on Form 10-Q for the fiscal
    quarter ended September 30, 2004 and incorporated herein by
    reference).10
.6.7

Lease Agreement Amendment Number 1
    between Wirthlin Worldwide, LLC and WB&H Investments, dated
    as of August 23, 2005 (filed as Exhibit 10.1 to the
    Companys Current Report on Form 8-K filed August 26, 2005
    and incorporated herein by reference).10
.6.8

Lease Agreement between Wirthlin
    (formerly known as Decima Research) and Richard B. Wirthlin
    Family LLC, dated April 23, 2002 (filed as Exhibit 10.5 to the
    Companys Quarterly Report on Form 10-Q for the fiscal
    quarter ended September 30, 2004 and incorporated herein by
    reference).10
.6.9

First Amendment to Lease Agreement
    between the Company and Richard B. Wirthlin Family LLC, dated as
    of May 10, 2007 (filed as Exhibit 10.1 to the Companys
    Current Report on Form 8-K filed May 16, 2007 and incorporated
    herein by reference).10
.6.10

Lease between Silk Developments
    Limited and Business Market Research Limited, dated July 15,
    1997 (filed as Exhibit 10.5.8 to the Companys Annual
    Report on Form 10-K for the fiscal year ended June 30, 2005 and
    incorporated herein by reference).10
.6.11

Rent Review Memorandum between
    Silk Developments Limited and Business Market Research Limited
    dated August 30, 2002 (filed as Exhibit 10.5.9 to the
    Companys Annual Report on Form 10-K for the fiscal year
    ended June 30, 2005 and incorporated herein by reference).10
.6.12

Lease among Procter & Gamble
    (LLCP Limited), Procter & Gamble (Health & Beauty Care
    Limited, HI Europe Limited and Harris Interactive Inc, dated May
    9, 2005 (filed as Exhibit 10.5.10 to the Companys Annual
    Report on Form 10-K for the fiscal year ended June 30, 2005 and
    incorporated herein by reference). 102




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##### Table of Contents



ExhibitNumber

Exhibit
    Title10
.6.13

Agreement for Surrender among
    Procter & Gamble (LLCP Limited), Procter & Gamble
    (Health & Beauty Care Limited, HI Europe Limited and Harris
    Interactive Inc., dated April 4, 2005 (filed as Exhibit 10.5.11
    to the Companys Annual Report on Form 10-K for the fiscal
    year ended June 30, 2005 and incorporated herein by reference).10
.6.14

Lease between Merritt 7 Venture
    LLC and Harris Interactive, Inc., dated March 27, 2001 (filed as
    Exhibit 10.5.12 to the Companys Annual Report on Form 10-K
    for the fiscal year ended June 30, 2005 and incorporated herein
    by reference).10
.6.15

Lease amendment Number 1 between
    Merritt 7 Venture LLC, and Harris Interactive Inc., dated as of
    January 21, 2005 (filed as Exhibit 10.5.13 to the Companys
    Annual Report on Form 10-K for the fiscal year ended June 30,
    2005 and incorporated herein by reference).10
.6.16

Lease Agreement Amendment Number 2
    for 4665 Cornell Rd, Blue Ash, Ohio dated April 9, 2003 between
    Wirthlin Worldwide LLC and CR Blue Ash LLC. (filed as Exhibit
    10.5.15 to the Companys Annual Report on Form 10-K for the
    fiscal year ended June 30, 2005 and incorporated herein by
    reference).10
.6.17

Lease Agreement Amendment Number 8
    between Harris Interactive Inc, and 5 Independence Associates
    Limited Partnership for 5 Independence Way, Princeton,
    New Jersey dated February 24, 2004 (filed as Exhibit
    10.5.16 to the Companys Annual Report on Form 10-K for the
    fiscal year ended June 30, 2005 and incorporated herein by
    reference).10
.6.18

Lease between Meggitt Properties
    plc and Business Market Research Limited, dated July 31, 2000
    (filed as Exhibit 10.5.15 to the Companys Annual Report on
    Form 10-K for the fiscal year ended June 30, 2006 and
    incorporated herein by reference).10
.6.19

Rent Review Memorandum between
    Meggitt Properties plc and Business Market Research Limited
    dated May 9, 2006 (filed as Exhibit 10.5.16 to the
    Companys Annual Report on Form 10-K for the fiscal year
    ended June 30, 2006 and incorporated herein by reference).10
.6.20

Lease between Seiko UK Limited and
    HI Europe Limited, dated July 29, 2005 (filed as Exhibit 10.5.17
    to the Companys Annual Report on Form 10-K for the fiscal
    year ended June 30, 2006 and incorporated herein by reference).10
.7.1

Revolving Credit Facility between
    Gordon S. Black Corporation and Manufacturers and Traders Trust
    Company dated August 18, 1999 (filed as Exhibit 10.9 to the
    Companys Registration Statement on Form S-1/A filed
    October 26, 1999 (Registration No. 333-87311) and incorporated
    herein by reference).10
.7.2

Amendment to Revolving Credit
    Facility between the Company and Manufacturers and Traders Trust
    Company dated March 2, 2004 (filed as Exhibit 10.6.2 to the
    Companys Annual Report on Form 10-K for the fiscal year
    ended June 30, 2004 and incorporated herein by reference).10
.7.3

Credit Agreement between JPMorgan
    Chase Bank, N.A. and the Company, dated as of August 15, 2006
    (filed as Exhibit 10.1 to the Companys Current Report on
    Form 8-K filed August 21, 2006 and incorporated herein by
    reference).10
.7.4

Line of Credit Note between
    JPMorgan Chase Bank, N.A. and the Company, dated as of August
    15, 2006 (filed as Exhibit 10.2 to the Companys Current
    Report on Form 8-K filed August 21, 2006 and incorporated herein
    by reference).10
.7.5

Amendment to Credit Agreement by
    and between the Company and JPMorgan Chase Bank, N.A., dated
    April 3, 2007 (filed as Exhibit 10.1 to the Companys
    Current Report on Form 8-K filed April 9, 2007 and incorporated
    herein by reference).10
.7.6

Amendment to Line of Credit Note
    by and between the Company and JPMorgan Chase Bank, N.A., dated
    April 3, 2007 (filed as Exhibit 10.2 to the Companys
    Current Report on Form 8-K filed April 9, 2007 and incorporated
    herein by reference).10
.7.7

Amendment to Credit Agreement by
    and between the Company and JPMorgan Chase Bank, N.A., dated as
    of July 2, 2007 (filed as Exhibit 10.1 to the Companys
    Current Report on Form 8-K filed July 27, 2007 and incorporated
    herein by reference). 103




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##### Table of Contents



ExhibitNumber

Exhibit
    Title10
.7.8

Amendment to Line of Credit Note
    by and between the Company and JPMorgan Chase Bank, N.A., dated
    as of July 2, 2007 (filed as Exhibit 10.2 to the Companys
    Current Report on Form 8-K filed July 27, 2007 and incorporated
    herein by reference).10
.7.9

Interest Rate Swap Confirmation by
    and between the Company and JPMorgan Chase Bank, N.A., dated as
    of July 2, 200710
.8.1

Amended and Restated Investment
    Agreement between Riedman Corporation and the Company dated
    October 15, 1991 (filed as Exhibit 10.12 to the Companys
    Registration Statement on Form S-1/A filed October 26, 1999
    (Registration No. 333-87311) and incorporated herein by
    reference).10
.8.2

Registration Agreement between the
    Company and Riedman Corporation dated as of October 15, 1999
    (filed as Exhibit 10.17 to the Companys Registration
    Statement on Form S-1/A filed October 26, 1999
    (Registration No. 333-87311) and incorporated herein by
    reference).10
.9

Escrow Agreement by and among the
    Company, Manufacturers and Traders Trust Company, and the
    Stockholders of Wirthlin, dated as of September 8, 2004 (filed
    as Exhibit 10.1 to the Companys Current Report on
    Form 8-K filed September 9, 2004 and incorporated herein by
    reference).10
.10

Form of Noncompetition,
    Nondisclosure and Nonsolicitation Agreement by and among the
    Company and certain of the Stockholders of Wirthlin, dated as of
    September 8, 2004 (filed as Exhibit 10.3 to the Companys
    Current Report on Form 8-K filed September 9, 2004 and
    incorporated herein by reference).10
.11

Form of Release given by each of
    the Stockholders of Wirthlin, dated as of September 8, 2004
    (filed as Exhibit 10.4 to the Companys Current Report on
    Form 8-K filed September 9, 2004 and incorporated herein by
    reference).10
.12

Consent, Waiver and Amendment to
    Loan Agreement by and between Wirthlin and SunTrust Bank, dated
    as of September 7, 2004 (filed as Exhibit 10.5 to the
    Companys Current Report on Form 8-K filed September 9,
    2004 and incorporated herein by reference).10
.13

Letter agreement by and among
    Wirthlin, SunTrust Bank and the guarantors party thereto dated
    as of February 6, 2002 (filed as Exhibit 10.6 to the
    Companys Current Report on Form 8-K filed September 9,
    2004 and incorporated herein by reference).10
.14

Commercial Note by Wirthlin in
    favor of SunTrust Bank, dated as of September 7, 2004 (filed as
    Exhibit 10.7 to the Companys Current Report on Form 8-K
    filed September 9, 2004 and incorporated herein by reference).10
.15

Commercial Note by Wirthlin in
    favor of SunTrust Bank, dated as of February 6, 2002 (filed as
    Exhibit 10.8 to the Companys Current Report on Form 8-K
    filed September 9, 2004 and incorporated herein by reference).10
.16

Promissory Note issued by Wirthlin
    to James Granger, dated April 29, 2004 (filed as Exhibit 10.14
    to the Companys Quarterly Report on Form 10-Q for the
    fiscal quarter ended September 30, 2004 and incorporated herein
    by reference).10
.17

Exclusive License Agreement by and
    between the Company and Taylor Nelson Sofres Plc, dated as of
    December 31, 2004 (filed as Exhibit 10.10 to the Companys
    Quarterly Report on Form 10-Q for the fiscal quarter ended
    December 31, 2004 and incorporated herein by reference).10
.18

Trade Mark Assignment Agreement by
    and between the Company and Taylor-Nelson Sofres Plc, dated as
    of January 31, 2006 (filed as Exhibit 10.1 to the Companys
    Current Report on Form 8-K filed February 2, 2006 and
    incorporated herein by reference).10
.20

Purchase/Sale Agreement between
    the Company, Charles J. Fombrun and Reputation Institute, Inc.,
    dated as of May 15, 2006 (filed as Exhibit 10.1 to the
    Companys Current Report on Form 8-K filed May 19, 2006 and
    incorporated herein by reference). 104




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##### Table of Contents



ExhibitNumber

Exhibit
    Title10
.21

Non-Competition Agreement dated
    August 16, 2007 by and among Decima Research Inc., 2144798
    Ontario Inc., Bruce Anderson, Kevin Loiselle, Michel Lucas,
    Daniel Kirkland, and Ed Hum (filed as Exhibit 2.1.2 to the
    Companys Current Report on Form 8-K filed August 16, 2007
    and incorporated herein by reference).21


List of Subsidiaries.23


Consent of Independent Registered
    Public Accounting Firm (filed herewith).24


Power of Attorney (included on
    page 82 of this Report).31
.1

Certificate of the Chief Executive
    Officer pursuant to 18 U.S.C. §1350 (Section 302 of
    the Sarbanes-Oxley Act of 2002) (filed herewith).31
.2

Certificate of the Chief Financial
    Officer pursuant to 18 U.S.C. §1350 (Section 302 of
    the Sarbanes-Oxley Act of 2002) (filed herewith).32
.1

Certificate of the Chief Executive
    Officer pursuant to 18 U.S.C. §1350 (Section 906 of
    the Sarbanes-Oxley Act of 2002) (filed herewith).32
.2

Certificate of the Chief Financial
    Officer pursuant to 18 U.S.C. §1350 (Section 906 of
    the Sarbanes-Oxley Act of 2002) (filed herewith).     *
    
    Denotes management contract or compensatory plan or arrangement. 105