Related Party Transactions and Outside Related Director Information

URS Corporation (URS)

4/24/2006 Proxy Information

Some of our officers, directors and employees may have disposed of shares of our common stock, both in cashless transactions with us and in market transactions, in connection with exercises of stock options, the vesting of restricted and deferred stock and the payment of withholding taxes due with respect to such exercises and vesting. These officers, directors and employees may continue to dispose of shares of our common stock in this manner and for similar purposes.

2/18/2005 Proxy Information

No related party transactions or special relationships reported for this company. Director relationships marked "Outside Related" at this firm will most often be former executives of the company. Additional information regarding these relationships will be added during our regular updates.

2/17/2004 Proxy Information

In August, 2002, we issued 100,000 shares of Series D Preferred Stock to Carlyle-EG&G, L.L.C. and EG&G Technical Services Holdings, L.L.C. (both of whom are affiliates of TCG Holdings, L.L.C.) in connection with our acquisition of Carlyle-EG&G Holdings Corp. and Lear Siegler Services, Inc. The Series D Preferred Stock was subsequently converted (by a vote of the stockholders at a Special Meeting of Stockholders held on January 28, 2003) into a total of 2,106,674 shares of restricted common stock (the “Series D Conversion”). As a result of the Series D Conversion, TCG Holdings, L.L.C. became the beneficial owner of an aggregate of 7,064,033 restricted shares of common stock. The Series D Conversion constituted a change in control as defined under the terms of the employment arrangements with some our senior executives. See “Employment Agreements.” In July 2003, we fulfilled our obligation to TCG Holdings, L.L.C. under existing registration rights provisions to register all of their shares of our common stock by filing a shelf registration statement, which was declared effective by the SEC in August 2003. In September 2003, TCG Holdings, L.L.C. As a result, TCG Holdings, L.L.C. did not own any shares of our common stock as of October 31, 2003 and as of the date of this proxy statement.