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GAIN… PAE Employee Newsletter 2nd Quarter 2013

Co m mi t me n t to E x cel le n ce Re mi n d er s a nd An no u n c e me nt s

P r o fe s sio n al s P ro vid i n g So l u tio n s Lo cal Ne ws a nd Sp o tl i g ht s

T o get her … A P art n er s hi p i n E xc el le nc e Fo c u s o n E t hi cs , I nt e gri t y & Co mp lia n ce

Commitment to Excellence - Message from PAE President Mike Dignam In the second quarter of 2013, PAE has celebrated several exciting milestones, the first of which is the two year anniversary of our partnership with private equity owner Lindsay Goldberg. In the past two years, Lindsay Goldberg has made significant investments in our growth; first with a focus on strengthening our infrastructure through system improvements such as Costpoint, and more recently with a focus on growth through strategic acquisitions. PAE announced its intention to purchase the Computer Science Corporation (CSC) Applied Technology Division (ATD) in late May. The ATD opportunity fit perfectly within PAE‟s acquisition strategy, which is to expand our portfolio through the addition of companies with proven capabilities and with customer-focused and ethical workforce cultures. ATD has an outstanding reputation for providing military and space testing and training services to its customers in the U.S. Department of Defense, NASA and other government agencies, and I look forward to partnering with this team to provide a more comprehensive set of services to our customers. You will hear much more about ATD in the coming weeks, as we draw closer to the close of the transaction and kick off the transition effort to integrate this team into PAE‟s infrastructure. In early June, PAE had the honor of announcing Paul Cofoni as the Executive Chairman of our Board of Directors. With over thirty years of successful experience in the government services market, Paul is one of the most respected leaders in the our industry. As Executive Chairman, he will lead the implementation of our strategic plan; to expand PAE‟s portfolio through acquisitions and organic growth and take a leading role in the government services market. PAE is very fortunate to have Paul on our Board, and I look forward to working with him to expand PAE into an industry-leading government services provider. In addition to these exciting milestones, program teams from around the company have continued to provide outstanding service to their customers, as you will see in the following pages of this newsletter. Our support teams have also continued to drive progress towards building a more effective infrastructure for our operations. Among other developments, the Costpoint team has continued to migrate programs onto our common financial system; our Ethics and Compliance Office has introduced a new online training tool; and our IT department will soon migrate the remaining population to our common email domain. It is certainly an exciting time for PAE, and none of this would be possible without the dedicated effort of all employees, and we recognize over 50 individuals in this newsletter whose outstanding contributions have been acknowledged by their managers. We also pay a special honor to one of our most respected leaders, Landis Hicks, for his 45 years of loyal service to the company. It is the collective effort and achievements of our employees that drives value for our customers and that enables the growth of PAE into an industry-leading company, and I thank you all for your continued support.

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PAE Announces Acquisition of CSC’s Applied Technology Division On May 29, PAE announced its intention to purchase the Applied Technology Division (ATD) of Computer Science Corporation. This acquisition is one of the first steps in our strategy to expand our portfolio through the addition of companies with proven capabilities and a customer-focused workforce culture. The approximately 5,400 employees of ATD manage military and space testing and training ranges primarily within the United States, and they provide infrastructure services and aviation maintenance support at critical U.S. government installations. “The Applied Technology Division has a long and distinguished heritage of providing quality services to the U.S. Department of Defense, NASA and other government customers,” said PAE President Mike Dignam. “This acquisition will introduce military and space testing and training services as a new capability in our portfolio, and I look forward to working together with this team to address the opportunities in today‟s dynamic market.” Additional details on the ATD transition process below.

Tina Dolph Discusses the Upcoming Transition Process for CSC’s Applied Technology Division In early June, Tina Dolph, who was recently named the Transition Executive for PAE‟s acquisition of the Applied Technology Division (ATD) of Computer Sciences Corporation, hosted a Lunch and Learn seminar on upcoming transition efforts. During her seminar, Tina spoke to different aspects of the transition effort and explained how the transition team plans to successfully integrate the new entity. As a background to the transition, Tina explained that PAE was initially interested in acquiring ATD because of the added capabilities this entity would bring to the PAE portfolio and the similar mission-focused workforce culture within both organizations. “The process has moved very quickly, with the initial acquisition meetings beginning in February and the deal signing in the final days of May,” Tina explained. “Both sides are very excited about the transition and look forward to working together once the transaction closes.” Tina went on to explain the three major phases of the integration in the transition plan.  The first phase will be “Organize,” a period in which we will identify the transition team, compile an initial transition schedule, and begin communicating and collaborating across the combined entity to foster a shared understanding of our businesses and understand what factors will be required for a successful transition. 

The next step will be “Transition,” a period in which we will disconnect the newly divested CSC employees and programs and move them into our existing systems and infrastructure. Tina made it clear that this period will be complex, but she is confident in the dedication of the transition team to achieve these goals.

After the second period, which has been scheduled for a full 90 days after the transaction close date, we will enter the third phase of “Integration,” which may take up to a year. In the third period, the leadership and transition teams will evaluate various elements of our company infrastructure and identify whether they require re-engineering to support the needs of the combined business and facilitate future growth.

Throughout these three phases, we will transfer CSC employees to PAE in the short-term, and take this opportunity to strengthen and improve PAE as a whole over the long-term. The lunch and learn seminar was very informative for employees, who gained a comprehensive understanding of the upcoming integration process. Attendees of the seminar left with an appreciation of the major goals and significant effort required to support this process, which will help PAE evolve into an industry-leading government services firm. With contributions from HR Intern Allyson Gruber

PAE Introduces Paul Cofoni as the Executive Chairman of its Board of Directors In early June, one week following the announcement of the ATD acquisition, PAE marked another significant milestone in the company‟s history by introducing Paul Cofoni as the Executive Chairman of its Board of Directors. As Executive Chairman, Paul will guide PAE‟s implementation of its strategic plan; which is to carefully expand through acquisitions and organic growth. As a well-respected leader in the government services industry with a successful record of expanding businesses in his portfolio, Paul‟s unique combination of skills and experience make him the ideal candidate for assisting PAE through its next phase of growth. “I am excited and honored to join this team,” he told employees at PAE‟s headquarters office. “The work that you all perform is critical to our customers and very important to me personally,” he said, referring to the direct tie between PAE‟s missions and U.S. national security and foreign policy objectives. When asked about his plans for PAE, Paul replied, “We have a real jewel here. We have a precious asset, and we need to protect that.” His strategy for growth reflects a respect for PAE‟s reputation, by driving organic growth from our existing portfolio of services and taking a selective approach to acquisition opportunities, only considering those that fit within our niche of enabling customer missions. That niche and PAE‟s reputation are two of the major reasons that Paul came to PAE. “It is clear that Lindsay Goldberg wants to make long term investments in this business,” he said, “and that is unusual for private equity firms in today‟s market. It‟s also clear to me that both the Lindsay Goldberg team and the PAE leadership place a large emphasis on ethics and integrity. I am happy to see that PAE takes its training requirements very seriously, as this communicates to our customers and employees that we are committed to maintaining the highest standards of compliance and a culture of doing the right thing.” Prior to joining PAE, Paul served as the President and CEO of CACI, where he oversaw its growth in revenue increase from $1.6 to $3.8 billion, as well as the acquisition of 20 companies. Before joining CACI, Paul was President of the Federal Sector of CSC, one of the largest system integrators for federal government agencies. Prior to his employment at CSC, Paul was in various technical and management positions for 17 years with General Dynamics. In addition to the senior-level positions he held, Paul‟s significant contributions have established him as a thought leader in our industry. He has served as Chairman of the Professional Services Council and as the Chairman of the Board of the Armed Forces Communications and Electronics Association (AFCEA) International. “I couldn‟t be happier than to be here now,” Paul said, “don‟t look back, we‟re going in a strong way forward.”

PAE President Mike Dignam (at far right) introduced Executive Chairman Paul Cofoni to employees in PAE’s headquarter office on June 5.

PAE Celebrates Landis Hicks’ 45th Anniversary with PAE Landis Hicks began working with PAE in 1967 as a Master Planner in Vietnam. “It was a very meaningful time for me,” Landis said. He joined PAE right after university and was very proud of his work. He spoke about the mentality of “we can do it and get things done” during that time. After only a few years of working for PAE, Landis was appointed to the role of Vice President and General Manager for Vietnam in 1973, and then for the Middle East in 1976. In 1980, as the company refined its portfolio into specific geographic regions, Landis was appointed Senior Vice President for the Asia Pacific Region. In 2000, Landis‟ position was elevated to Executive Vice President for the Asia Pacific Region, which is the title he still holds today. As Executive Vice President, Landis oversees and directs PAE business activities that are conducted through multiple legal entities in the region, such as PAE Singapore Private Limited (for which he serves as Managing Director) and subsidiaries in New Zealand, Australia, Malaysia, Vietnam, Hong Kong and Korea.

Landis Hicks and his wife Nhung at the June 13 reception.

In addition to the broad management he exercises for PAE entities in the region, Landis is also heavily involved in professional organizations. He serves as Deputy Chairman of the Singapore International Chamber of Commerce, and is a member of the National Society of Professional Engineers, the American Society of Civil Engineers and the Society of American Military Engineers.

In honor of Landis‟ milestone achievement of 45 years with the company, PAE held a celebration during his most recent visit to the headquarters location in Arlington, VA to acknowledge his uninterrupted service and dedication. On June 13, Tina Dolph kicked off the celebration by unveiling the Landis Hicks conference room, which adjoins our headquarters‟ reception lobby and is seen by all visitors to the building. Landis, who was caught by surprise by this gesture, was quickly surrounded by employees who wished to congratulate him on his impressive service record. At a reception held later that night, friends and fellow colleagues shared heartfelt stories of the lessons they had learned from Landis. Speakers included Tina Dolph, Bob Reschke, Reggie Fernando and Dan Corbett. Landis himself took a turn to speak and remarked that, “the spirit of PAE is a bit different than others. The people who are passionate about the company are the ones that get it,” he said. “When you get it, you are in. What people feel about PAE and our mission is what makes us who we are. Our clients really do appreciate it, and that in itself is an awesome experience.” Landis humbly thanked everyone for celebrating this milestone and wished everyone a 45-year career with PAE, just like him. Following his remarks, flowers were presented to Landis‟ wife, as well as Irene Loh, Manager of Finance and Administration for the Singapore Office, as this year marks her 31st year with PAE. To Landis‟ surprise, the event continued with the presentation of additional gifts - a commemorative award from PAE, a new laptop and accompanying bag. The laptop received a round of laughter, especially from Landis‟ wife Nhung, who joked that Landis had up to that point been unwilling to part with his approximately ten-year-old computer. It was a wonderful night of celebration, a time to honor a beloved figure at PAE for his many years of dedicated service and leadership.

Mark Kroeker, Senior Vice President of Justice and Rule of Law, Delivers Lunch & Learn In November of last year, PAE began the practice of holding Lunch and Learn seminars, in which leaders of the company deliver casual seminars on their area of expertise or a topic relevant to PAE employees. The 8th Lunch and Learn lecture was delivered by Mark Kroeker, Senior Vice President of Justice and Rule of Law, in the PAE headquarters office in Arlington, VA. Mark began his talk by sharing some life experiences that have helped shape his world view. These experiences include his early childhood in the (then) Belgian Congo, where he grew up in a missionary home; his career in law enforcement; and several security and peacekeeping operations (including a return to Africa as the Police Commissioner for the United Nations peacekeeping mission in Liberia.) All of these experiences helped shape the values he tries to live by Commissioner Mark delivers a “Swear to Never Use today; values that he saw in PAE when he joined the company in 2012. Drugs” speech in Monrovia, Liberia circa 2004.

Mark also spoke about the increasing conflicts and crises we see in our rapidly globalizing world. The technology that tends to drive the high-tech/low-touch paradigm increases the hysterical factor driven by the latest tweet or news sound bite. He cited the Nobel Laureate Dr. Albert Schweitzer who saw an increasingly amount of lonely people: “We are all so much together, but we are all dying of loneliness.” Mark firmly believes that in this kind of world, we desperately need leaders who will take charge, transform organizations and inspire positive change. He believes that many “traditional” models of leadership place all the focus on leaders and their ability to grow employees‟ egos in direct proportion to their position on the organization chart. He asserted that while the “VIPs” are often spotlighted, it is the “MIPs” (the most important people) that are where it counts. The MIPs are the ones who get the job done on the front lines. He likes to flip the traditional hierarchical pyramid upside down with the MIPs placed on top. In this model, it is the responsibility of the leader to: 1) support employees doing the work; 2) serve employees as they work; and 3) set a daily example for employees. Only then can you produce lasting results that transform organizations. This transformation allows you to leave a legacy based on solid values that flow from the human potential.

CSSP Hosts Third International Human Rights and Gender Seminar In April, the CivPol Corrections System Support Program (CSSP) hosted the third International Human Rights and Gender Seminar at the Camp Gibson Training Center (GTC). The 14 students in attendance were selected by the General Directorate of Prisons and Detention Centers (GDPDC) Gender and Human Rights Directorate. Attendees were taught about the purpose and function, as well as the monitoring mechanisms, of the International Human Rights Foundation. In line with the planned transition of training activities to our Afghan counterparts, the course was solely instructed by Afghan Gender Advisor Tahmina, with minimal oversight by CSSP Advisor Hults. Direction and guidance were provided in the development of the agenda and the curriculum, which covered gender and human rights issues within the correctional sector.

Tahmina (left), CSSP Capacity Building Gender Project Advisor, and Mehria Adalat Khowa (right), translator from the Kabul Female Detention Center presenting at the Third International Human Rights and Gender Seminar

This is the third in a series of gender-based seminars that will be conducted throughout the year at GTC. To date, a total of 33 GDPDC staff (25 females and eight males) have attended these seminars.

ACOTA Country Manager Briefs U.S. Representative Frank LoBiondo in Burkina Faso In addition to regional peace and stability, the United States‟ interests in Burkina Faso are to promote continued democratization and greater respect for human rights and to encourage sustainable economic development. Countering terrorism and strengthening border security are of growing importance in Burkina Faso. The United States and Burkina Faso engage in a number of military training and exchange programs, including counterterrorism and humanitarian assistance. Burkina Faso also supports ongoing U.S. efforts in the Sahel, and the country is a partner in the U.S. Department of State‟s Africa Contingency Operations Training and Assistance (ACOTA) Program for peacekeeping, as well as a member of the Trans-Sahara Counterterrorism Partnership. Congressman LoBiondo (at left) pictured with Emmanuel Nouga, after a dinner in Burkina Faso.

In late May, PAE ACOTA Country Manager Emmanuel Nouga briefed Congressman Frank LoBiondo (Republican - New Jersey), Member of the House Select Committee on Intelligence and the Armed Forces Committee, on the four pillars of the ACOTA program, which are: 1) Training and exercising partner nations' peacekeeping units; 2) Conducting multinational Peace Support Operations (PSO) training and specialized training in medical, engineering, communications and military police units; 3) Providing capacity enhancement through training of cadres of instructors and support of National Peacekeeping Training Centers; and 4) Providing equipment, including instructor cadre gear, training items, deployment equipment, generators, uniforms, and Personal Protective Equipment. After the briefing, the Congressman noted that he will continue to support programs like ACOTA that strengthen U.S.-African partners' capacity to provide security and stability. He reiterated the U.S. support for stronger and more professional partner nations‟ security institutions as a foundation for stability and development.

PAE Team in El Salvador Recognized with Quarterly Safety Award The PAE team at the Cooperative Security Location (CSL) in Comalapa, El Salvador received the prestigious Army Corps of Engineers Quarterly Safety Award for the 4th Quarter of Fiscal Year 2012. The site has received several awards and recognition from the Army Corps of Engineers for their safety program in the past. This award is the ninth received that is directly attributable to the professionalism and safety awareness of our American and El Salvadoran workforce employees. PAE Program Manager Henry Marquez wishes to give special recognition to three employees for their contributions: Hugo Saraviah, CQCM/Safety Manager; Karla DeLeon, CQCM Assistant; and Victor Luna, Operations Manager. The CSL site supports operational and logistical aspects of the flight line operations of the U.S. Navy and other U.S. Government agency aircraft and crews. The team provides the labor, supervision, tools, materials, equipment, and transportation as necessary to perform required facilities maintenance and support services.

USNS VADM K.R. Wheeler Successfully Completes Eight Mile Pipe Deployment in Korea The United States Naval Ship Wheeler is a one of a kind Military Sealift Command ship that is a key part of the Navy Offshore Petroleum Discharge System (OPDS) in Pusan, Korea. The U.S. Department of Defense charges the Navy with the responsibility of delivering fuel to the beach during mission contingencies. The Wheeler, which is home ported in Pusan, is capable of pumping 1.7 million gallons of fuel a day to the beach from eight miles offshore. The ship is 348 feet long and manned by a crew of about 24 personnel from the Tote, Inc. maritime company and eight mission specialists from PAE‟s DS2/IMS business unit. Defense Support Services, LLC (DS2) began supporting the Military Sealift Command when the ship was brought on hire in 2007, and has maintained the contract, which is now organized under the DS2/IMS business unit of PAE. The DS2/IMS Coronado site has been teaching Navy personnel how to install the older legacy OPDS system since 1994. Once that team discovered that the Navy wanted to build a new system, they decided to get involved. The legacy DS2 team helped the ship builder design the vessel, and then supported the crew by manning the ship with mission specialists. Our mission specialists are responsible for numerous tasks aboard the USNS Wheeler to include: deploying the flexible pipe; deploying and operating the LARC XV, an amphibious vehicle used to winch the flexible pipe ashore; conducting pumping operations; and making intermediate repairs to the flexible pipe.

At top: USNS Wheeler deploying pipe off of Pohang, Korea. Directly above: the LARC XV and Excavator that helped to winch the pipe to the beach.

In April, the USNS Wheeler completed a very successful mission during a Joint Chiefs of Staff-sponsored Joint Logistics Over the Shore (JLOTS) exercise in Pohang, Korea. The term JLOTS refers to a unified commander‟s joint employment of Army and Navy assets to deploy and sustain a force. JLOTS operations allow U.S. strategic sealift ships to discharge through inadequate or damaged ports. It can also be used over a bare beach to operationally reposition units and materials within a theater. During the JLOTS exercise, the Wheeler was tasked to deploy all eight miles of pipe, and pump more than 400,000 gallons of fresh water from eight miles away. This is not an easy task; the Wheeler crew first had to survey the pipe route with side scan sonar to ensure that the pipe was put on an obstacle-free ocean bottom. Once the flexible pipe route was charted, the team went into action; first pulling the landward end of the pipe to the beach and securing it with helical anchors. Once the pipe was secured to the beach, the Wheeler began to deploy the rest of the eight miles of pipe. All of this was required to be completed in less than 48 hours. Rear Admiral Gerard Hueber, Commander of Expeditionary Strike Group THREE (ESG-3) and this year‟s JLOTS Commander, joined the Wheeler’s crew for lunch following the completion of the exercise. The entire exercise was a flawless success, and the team received high praise by MSC, Tote Inc. and the Navy.

Senior Mission Specialist Rick Bower briefs Admiral Huber, General Akin and other members of the Distinguished Visitor Party on the operations and capabilities of the OPDS.

PAE Employee Invited by the United States Secret Service to Meet President Obama In early May, PAE employee Stacie Petrash, who works in the DS2/IMS Medical Staffing Group, received a special invitation from the United States Secret Service to meet President Obama. Stacie serves as a Registered Nurse and Nurse Coordinator at the Federal Occupational Health (FOH) Clinic in Austin, TX, and had worked very diligently to obtain the Secret Service agreement. Since that time, the agency employees have expressed how glad they are to have Stacie conducting their exams and being on-site when they need her. She receives frequent recognition by the Officer in Charge at her site, but the invitation to meet the President has been the most exciting recognition to date. In Stacie‟s words on her recent experience, “It was an honor and privilege to be asked by the United States Secret Service agency to be a guest of theirs at Stacie Petrash awaiting President Obama’s arrival. the airport as President Obama arrived on Air Force One. We were briefed by an agent before walking out to the tarmac where we waited for Air Force One to arrive. As it landed, I was amazed at how massive it really is. I was very excited as President Obama walked out and waved to all of us. After he made his way down the steps, he walked over and started shaking hands with the group. He finally approached me and shook my hand while asking how I was doing. I managed to say „good‟ as I shook President Obama‟s hand in amazement. Shortly after that, he got in the presidential limo, and the motorcade of 13 vehicles and eight vans took off.” “When I got back to the federal building, I was stopped by many people who had seen a glimpse of me on the news report on the President‟s arrival,” Stacie continued. “It was truly an honor to take part in a Presidential visit, and I thank the Secret Service for thinking of me when extending such an invite. The coordination and choreography that goes into such an event was just amazing. The Agents serve a great purpose, and I am proud to be able to provide the service afforded by FOH to these professionals to ensure they continue to stay fit and healthy.” Congratulations to Stacie for being such a great example in providing services to our customers and being recognized by them in such a complimentary manner.

PAE Hosts Afghan Law Enforcement Officials in Kabul In May, PAE hosted a group of Afghan counternarcotic law enforcement officials for a “meet and greet” event at the Interdiction Compound in Kabul, Afghanistan. Commanding Officer of the National Interdiction Unit (NIU) Colonel Mohammad Gul Wajdi and Commanding Officer of the Sensitive Investigation Unit (SIU) Brigadier Gen Babarkahil were among the high-ranking officials who participated. Under PAE‟s CivPol Interdiction task order, our employees provide highly specialized mentoring and training, comprehensive facilities management, physical security, life and mission support, and information technology to combat drug trafficking. During the visit, Colonel Gul explained the NIU‟s drug enforcement mission, which is to conduct arrests, raids and interdictions in order to assist a large variety of Afghan Counternarcotic Investigatory Units with their cases. He also discussed the need for weapon repair parts and trained unit level armors. Due to the unremitting pace of field operations, the unit is in constant need of repair parts and trained individuals to utilize them.

Mark Kennedy presented Major Emerton with a plaque to express the NIU/SIU’s appreciation.

As part of the visit, PAE Operations Manager Mark Kennedy thanked Major Emerton, a member of the NATO Police Force Management Division (PFMD), for his hard work and dedication in assisting the NIU and SIU to better accomplish their mission of Counternarcotics Law Enforcement in Afghanistan. Major Emerton has been instrumental in obtaining equipment to help fill the Unit Tashkils (Authorized Equipment) for both units as well as assisting NIU in a major request for long range portable tactical radios for use in field operations.

PAE Employees Support One Million Bones Campaign in Washington, DC Beginning this May, PAE employees in Arlington, VA came together to support the One Million Bones Campaign, which combines art and activism through hands-on events and public art installations in an effort to raise awareness of genocides and mass atrocities around the world. PAE first learned of the campaign through employee Mike Fluehr, and decided to support this cause after learning that the beneficiaries of the One Million Bones campaign were non-profit organizations that support many of the areas where we operate. The One Million Bones organization believes that art can be used as a tool to help people relate to the difficult topic of genocide and also help spur social change. As such, campaign staff members hosted “bone-making sessions” in schools and communities around the country, to help children as well as adults understand the subject matter and invite them to become part of the campaign. During these sessions, participants created clay bones of their own, all of which were collected by the organization to prepare for the culminating event of the campaign; a day when one million handcrafted bones would be placed on the National Mall in Washington, DC as a call to action for the U.S. government. In preparation for this event, PAE hosted three bone-making seminars at our corporate headquarters, to invite employees to join the campaign and to provide them with a deeper insight into some of the conflicts that have resulted in the stabilization and development missions we support as a company. In addition to making the bones, several stories were shared from PAE employees who had been directly affected by mass atrocities. These stories were deeply moving reminders of how closely our PAE family is tied to this cause. The stories also served as a motivation for employees to support this campaign and raise awareness of ongoing atrocities.

At top: PAE employees make bones out of clay during one of our three bone-making sessions. Directly above: PAE employees, family and friends work together to cover the National Mall in One Million Bones on June 8.

One Million Bones Founder and Director Naomi Natale attended two of PAE‟s events to speak about the mission of the organization and to teach participants clay bone making techniques. In her encouragement to recruit volunteers for the June 8 event, she said, “It (the National mall) is a sacred space where so many people have marched for justice. Those spirits will be with us.” On the morning of June 8, a group of PAE employees, along with their family and friends, joined the hundreds of other volunteers to lay the bones down on the National Mall. “It was a very powerful experience as we spent several hours out on the mall, participating actively in the solemn remembrance of genocide victims,” said Ben Trajtenberg, Senior Subcontracts Administrator. Each bone served as a reminder of the victims lost, and our common humanity. As a whole, the one million bones served as a tribute to the victims and survivors of mass atrocities, and acted as a powerful visual petition against on-going conflicts.

For every bone made, two dollars (one from PAE and one from the Bezos Foundation) will be donated to CARE, a nonprofit that fights global poverty. Through all of our bone-making sessions, PAE employees made a total of 2,563 bones, resulting in a $5,126 donation. Additionally, in our continuous effort to support employees’ philanthropic initiatives, PAE offered to match any personal donation made by an employee. Altogether, the total amount raised for the One Million Bones campaign will be over $10,000. If you are interested in contributing to this cause, please contact PAE Communications for more information.

PAE Launches New Online Ethics and Compliance Training Tool Regardless of where an employee works or what their daily responsibilities entail, all of us are united by PAE‟s corporate vision, which is to “create value for our customers and stakeholders by consistently exceeding mission requirements and implementing innovative solutions with both integrity and excellence.” One of the ways in which PAE communicates the importance of integrity and ensures that it remains a key part of our company culture is the annual company-wide ethics and compliance training process. The goal of this process is to ensure that all PAE employees are aware of our company principles and our expectations of ethical behavior, and that they are empowered to make ethical decisions in a variety of situations. PAE has invested in new tools and resources to facilitate meaningful training sessions and, through each department and program leader, establish and maintain an ethical and integrated environment for all of our employees. Beginning this year, employees will have the option to use the new online training resource, custom designed by PAE and NAVEX Global, to complete their annual training. NAVEX Global offers awardwinning online training courses that engage and educate learners with content vetted and approved by Littler, the world‟s largest employment law firm. Offering both full length courses and short vignettes, the new online course supports learning and retention across all critical ethics and compliance topics and delivery channels. For those employees who cannot access the online training course, training CDs and hard copy binders will be made available, to ensure that all employees are trained by December 2, 2013. With the direction provided in this training, the values that shaped the character of our company will guide individual employees as they progress in their careers and take on roles of increasing leadership within the company. As PAE continues to grow in the marketplace, it will be under the leadership of those who have been guided by these values and who demonstrate integrity in their daily decisions and interactions with others. This long term goal – of creating a culture of ethics and integrity that will shape the future of PAE – begins with training, and continues with reinforcement of that training throughout one‟s career. If you have any questions regarding the 2013 training requirements or tools, please contact PAE Chief Ethics and Compliance Officer Jessica Bejarano.

To contact the Office of Ethics & Compliance: Chief Ethics & Compliance Officer Jessica Bejarano | Email: | Direct: 703.717.6165 Department Email: | PAE Hotline: 703-656-7500, Toll Free: 888-360-4697

Shaping our Culture through PAE’s Special Recognition Award Program PAE is proud of its culture of integrity and excellence, which has been shaped by the many employees who exemplify our corporate values of: 1) Perform as one team with excellence, integrity and respect; 2) Embrace the customer‟s mission as our own; and 3) Seek opportunities for growth, both corporate and individual. The PAE management team believes that employees who make outstanding contributions that support PAE‟s corporate values should be recognized and rewarded for their exemplary performance. The Employee Recognition Program is one of the major ways in which a manager can recognize and demonstrate appreciation for employees‟ outstanding contributions. Through this program, managers at PAE have the opportunity to reward their employees by submitting nominations. Managers can specify the type of effort being rewarded by choosing one of two categories: the Spotlight Award to recognize a specific activity, or a Special Recognition Award to acknowledge a broader effort. Recognizing and rewarding positive behaviors and actions that support our values is an important way to continue shaping the culture of PAE. Managers who have questions about the Employee Recognition Award Program and how to participate are encouraged to contact Denise Rodgers at The Employee Recognition Program review committee meets once a month to select winners from the group of nominated employees. Congratulations to the many recent winners listed below! ASC Recruiting Team: HR Business Partner Daren Douglas, Staffing Lead Lucas Berg, Lead Recruiter April Brooks and Recruiter Sreedevi Pokala did an excellent job filling the Winfly, Mainbody and Winter positions. The recruiting staff has put in many late hours, working through weekends, and many missing out on time with family. It is truly exceptional work because of the immovable deadlines with this project. ASC Coordinators: Recruiting Coordinators Katie Herron, Rachel Gonzalez and Sarah With and HR Coordinator Francie Alvarez-French (not pictured) did an excellent job getting the applicants through the HR process during the Winfly, Mainbody and Winter seasons. This included working above and beyond, on evenings and weekends without question. They are always willing to lend a hand, offer a suggestion and do whatever is required to get all things accomplished. It is truly exceptional work because of the immovable deadlines with this project. They truly care about each person they assisted through the process, and it shows from the various cards, flowers, and pictures they received from the hiring managers and candidates they assisted. Sal Rosario, Accounting Assistant: Sal is directly responsible for establishing a system whereby ten years of PAE historical files in Afghanistan have been organized and stored in an IT database. Sal developed the IT directory that provides ease in storing and retrieving documents, which is a tremendous cost-savings to PAE. Sal's performance during these activities can best be descried as 'admirable and outstanding,' and he was often described as 'amazing' by his colleagues in Kabul. His outstanding professional performance and service to PAE in Afghanistan have been immeasurable. Brian Gorka, Treasurer / Facilities Manager: Brian led the effort in the consolidation of multiple sites into a new single-site headquarters. Among other activities, he: worked with the real estate broker to locate suitable space for our local workforce; coordinated visioning sessions between the architect and PAE's senior leaders; managed lease negotiations; and collaborated with the general contractor, architects and vendors for the space build-out. Brian worked diligently to ensure that the move was completed on time and under budget, in addition to his other responsibilities. Brian demonstrated a strong commitment to excellence in his project management and leadership skills that will have a lasting effect on PAE. Tammie Jackson, Executive Administrative Assistant: Tammie was an instrumental leader in the consolidation of multiple sites into a new PAE company headquarters. She led the way, along with Brian Gorka, our architects, real estate firms, landlords and the relocation company to identify, organize and relocate nearly 275 employees over a single weekend. It was a seamless, highly efficient and rewarding change for all, and resulted in significant savings to the company. Tammie's ability to work with leaders and employees across the company to implement a new open and collaborative working environment, all while continuing her support to the President of PAE as his executive administrative assistant, was exceptional. She has set a standard for how to handle multiple constituencies with conflicting demands and interests.

Shaping our Culture through PAE’s Special Recognition Award Program Executive Assistants Leeny Walton, Melika Thornton, Casey Ringeisen*; Administrative Assistants Rebecca Hinojosa, Angie Giannini and Julie Kmet*; and Accounting Clerk Turhan Scott: These team members contributed to various stages of the consolidated move to the Courthouse location and completed their tasks on time and with excellence. In addition to their respective busy schedules, they assumed these additional tasks and assignments without hesitation and were committed to the success of the move. Numerous hours, including weekends, were spent organizing, coordinating and executing the various activities, and the successful outcome of this move could not have been accomplished without these employees' contributions. *Casey and Julie have since taken on positions to support Business Development and the Afghan Embassy program, respectively. Helpdesk Analysts Ryan Jencsik (not pictured), Jason Akyea and Zach Bonner; Systems Engineer Leigh Bleam and Senior Systems Administrator Tedy Ruslim (not pictured): These team members worked at various stages of the consolidated move to the Courthouse location, and everyone completed their tasks on time and with excellence. In addition to their busy schedules, they assumed these additional tasks and assignments without hesitation and were committed throughout the move to making sure that the move was successful. Numerous hours, including weekends, were spent in organizing, coordinating, and executing the various IT activities that were required and all of these team members went above and beyond the call of duty in their contributions. The successful outcome of this move could not have been accomplished without these employees' contributions. Larisa Agovic, Financial Planning Analyst: While on a business trip to Dubai, Larisa took the initiative after noticing a need and assumed ownership of a problem. She tracked down Work Authorization Documents, approved charge numbers for all IMS and IMS-BD employees, established a workforce charge structure, and managed the project to completion. The result was a reduction of potentially thousands of hours of items in suspense by proactively eliminating a problem before it was manifested. The financial benefit to the company is noteworthy and commendable. Team Somalia: Construction Manager Thomas Joubert, Site Supervisor Jacobus Kruger, Logistics Manager Amos Malanga and Work Order Specialist William Kereto. Team Somalia distinguished itself with outstanding accomplishments in the establishment of PAE's Aviation Forward Operating Base (FOB) in Obo, Central African Republic. Each of these employees possess expertise that was critical in the camp construction, allowing the camp to be completed 18 days earlier than scheduled. Thomas Joubert (not pictured) distinguished himself in supporting electrical needs; Jacobus Kruger distinguished himself in supporting plumbing and sanitation needs; Amos Malanga distinguished himself in planning, procuring equipment/supplies, and coordinating the movement of items and construction of the camp; and William Kereto distinguished himself in the demonstration of supervisory skills and his ability to motivate workers of a foreign land with language challenges. Richard Eimer, Logistics Manager: Rich established the processes and procedures that were required with the initial ARAVI program concept, to wit, all procurement would be conducted with a local staff in Bogota. Rich quickly assessed the workload required, began coordination to use procurement personnel and vendor agreements, and organized the resources all while he was coordinating processes and procedures with a new freight forwarder. Rich's hard work, technical expertise and ability to coordinate the numerous tasks necessary to accomplish this complex process have resulted in him being publically recognized by the customer on several occasions and PAE being held in high regard by the customer.

Shaping our Culture through PAE’s Special Recognition Award Program Ken Messner, Program Manager: Ken was instrumental in bidding and winning the OMSS program in Iraq and has been key to last year's fiscal success in Embassy Programs. In addition to being the technical leader on the OMSS bid, he led the orals briefing to the customer that resulted in the award. Ken has also led the development of two bids while running the transition planning for OMSS and restructuring the current O&M contract, resulting in a significant increase in profitability for this program. Michael Sterling, Project Manager: Mike led the technical team on the OMSS bid, resulting in the highestrated technical proposal of the five bidders. He represented PAE at orals, laying out the approach and advantages of our technical solution, and successfully handled the post briefing Q&As. Mike has supported numerous other efforts with guidance and strategy development of the technical approach. His efforts to date have resulted in the award of the OMSS program and positioned us for more. Mike's efforts are a large reason for Embassy Programs' success retaining OMSS and pursuing new business. Ross West, Program Manager: Under Ross‟ leadership, the Djibouti JOC program returned an average of 10% ROS on task orders he bid and won, received 14 Safety Awards, and was rated Satisfactory to Excellent on every task order. Ross was also instrumental on the recent JMSDF award and was the capture leader for the AFRICA MACC contract. Karla DeLeon Silva, Submittals Clerk: Karla is a hard-charging, self-sufficient leader with a 'can-do' attitude and is always ready and willing to directly contribute to the overall success of the PAE team. On her time off, Karla took it upon herself to learn the ISO Standards/Processes in order to assist the Quality/ESH Manager with internal audits. Additionally, she has assumed the responsibility and accountability for monitoring, tracking, and archiving a variety of necessary reports in support of our business operations. Since the beginning of the contract year, Karla has conducted 293 Safety Spot Checks. Vilma Solis, Budget Analyst: In addition to her regular duties, Vilma supervises the PAE janitorial staff, by providing training and any other support required to ensure that they can perform their duties. She prepares the Monthly Schedules and manages the annual leave program for PAE employees, ensuring PAE‟s compliance with Salvadoran Labor Laws. Vilma also compiles and prepares the PAE Quarterly Data Review, by gathering the data from other functional managers, and directly contributing to the continuance of the site's ISO 9001 certification. Vilma is a vital and key asset to the El Salvador operations, motivating and leading by example. Yamile Duran, Procurement Specialist, and Eduardo Dager, Customs Specialist: Yamile is always the first to volunteer for any task, even if it is not within her direct line of work. She has established time-saving processes and has maintained highly effective standard operating procedures. Her diligence in establishing guidelines has decreased customer waiting time and supply delivery pipelines. Yamile has enforced purchasing guidelines while streamlining procedures to ensure client satisfaction and guarantee contract compliance. She established an innovative system for the acquisition of new vendors by utilizing a highly effective audit system so that these meet the rigorous Regional Security Office (U.S. Embassy Bogota) checks. Her efforts enabled the JLSF program to surpass customer requirements, and the program is now considered a model. She has been recognized by the U.S. Embassy Ambassador, who presented her with a Certificate for Outstanding Vehicle Maintenance Support to the USMILGP and GSO vehicle fleet deployed in Cartagena during the U.S. President‟s visit to Colombia. Yamile truly exemplifies the “total team concept.” Eduardo Dager: Eduardo's performance has exceeded all supervisors‟ and contract customers‟ expectations. His efforts ensured that USMILGP and the U.S. Embassy received zero fines or seizures from Colombian Customs. His keen knowledge enabled him to effectively recover a confiscated vehicle for the USMILGP. His actions led to U.S. Government savings and aided in the USMILGP continuance of mission completion. He voluntarily took over the duties of Household Goods Clerk, and achieved an average of 99.5% customer satisfaction rate. He revamped the HHG Standard Operating Procedure, which includes a comprehensive timeline for processing property. His efforts aided in the significant decrease of customer waiting timelines. And last, but not least, he instituted a new welcome HHG package that included detailed information on shipment of personal property, which is now included in the USMILGP Administrative In-Brief for II military personnel.

Shaping our Culture through PAE’s Special Recognition Award Program Financial Audit Program: Senior Accountant Philip Sigal, Multi-Functional Financial Analyst Kevin Seybold, Accountant Angela Haber, Senior Accountant Oranta Lauscius, Senior Accountant Senait Meharena and Senior Accountant Kimberly Solida. Each of these employees was a member on the 2011 PAE Financial Audit project. Everyone completed their tasks on time and with excellence, assuming the additional audit tasks without hesitation. Each employee showed dedication and commitment, working long weekly hours as well as devoting time to the project on the weekends. Each employee went above and beyond the scope of their respective responsibilities, and the successful outcome of the audit could not have been accomplished without these employeesâ€&#x; contributions.

Maggie Chamberlain, Accounting Supervisor: Since joining PAE, Maggie has worked diligently to pick up various areas of responsibility, create and improve processes, and support on-going initiatives. She has a positive attitude and has shown a great deal of dedication by working overtime in addition to her quality work product to get the job done. Haile Yonas, Business Operations Manager: Yonas' dedication and business acumen have facilitated significant improvements, and his commitment to his employees is far reaching. He goes the extra mile to train and develop his employees, which commands positive results. Under Yonas' guidance and support, the three programs he oversees were able to achieve significant collections and billings, which played a key part in the company and business area exceeding expectation for the 2012 fiscal year. Without Yonas' support and coordination with the Customer, these results would have been much lower. Additionally, the attention to detail and accuracy of reporting has facilitated additional profit for GID, above expectations. Karen Tan, Operations Specialist: For the past five months, Karen has served as an interim Project Implementer, providing critical oversight and management support of the day-to-day program activities and managing the extension proposal. Karen assumed this leadership role and has performed in an outstanding manner, thus securing our extension proposal. CivPol Billing Team: These members of the Dubai CivPol Billing team have succeeded in increasing customer satisfaction ratings through consistent communication, cost-savings measures, and/or migration of new services. Each of these employees has responsibility for various tasks associated with CivPol billing. Across the team, unbilled and total accounts receivable have both decreased, and the team has collected a significant amount of cash. The end of 2012 marked the lowest Days Sales Outstanding (DSO) point of the year, and the dollar amount of customer rejections has decreased, which ultimately increases cash collections. Pictured from left: Alex Guimba, Michael Alarcon, Nominating Manager Kyle Kraly, Mirsasol Consulta, Concepcion de Ocampo, Julieta Soriano and Anthony Balilo.

Shaping our Culture through PAE’s Special Recognition Award Program Dubai Financial Services Team: Philip Xavier, Marilyn Sacramento, Jasir Jaleel, Muhammed Shafeeque, Michael Richardson, Michael Alarcon, John Hilker and David Klassen are all part of the Dubai Financial Services Team that helped transform a process -focused office to a program-focused service center. They are high performers who succeeded in increasing the customer satisfaction rating through consistent communication, travel to the project sites, cost-savings measures, and/or migration of new services. Philip Xavier, Senior Accountant: Philip has taken responsibility for a number of different departments in the Dubai Service Center and worked to increase customer satisfaction. He helped to establish cost savings measures in multiple departments. He supported all reconciliations and successfully managed the Dubai overhead budget. He helped save the company over $100k by identifying a new office facility with a larger space at approximately half the cost of our prior facility. He also ensured that our budget was met and exceeded in order to reach our target overhead rate. Marilyn Sacramento, A/P Analyst: Marilyn played a pivotal role in establishing the Petty Cash function in Dubai and the policies for petty cash and local check processing, as well as organizing the database and tracking for the local cash department. She effectively communicates with programs and HQ Accountants to complete petty cash accounting on time. Jasir Jaleel, IT Support Administrator: PAE would not have been able to implement the Mashups workflow system and other services without the support Jasir has provided. Because he is qualified and experienced in the IT field, Jasir is now transitioning into an IT role, where he will continue to undertake many new challenges enthusiastically and with high professionalism. Muhammed Shafeeque, Subcontract Administrator: Muhammed has awarded numerous BPAs for CivPol Interdiction, provided proposal pricing support for the CSSP 2 Extension and JSSP (Gibson & Falcon Camps), and traveled to Mali as a part of the Stability Operations programs in West Africa. BPAs created for CivPol Interdiction are now used for other programs in Afghanistan, which has helped to speed up other proposal pricing efforts and reduced labor hours for cutting Purchase Orders. Michael Richardson, A/P Manager: Michael has responsibility for overseeing the largest department in the Dubai office and has established working groups and long-term initiatives to address major issues and resolve difficulty obstacles for the successful performance of A/P. His hard work and dedication have allowed this group to cut its cost per output in half while significantly improving customer service. Michael Alarcon, Accountant: Michael established weekly calls and increased overall communications to ensure that the items are processed correctly and in a timely manner. He has been instrumental in the successful processing and tracking of invoices for Corporate, Global Construction, and Stability Operations. Without his hard work and dedication, the A/P team would not be able to remain on top of our aging liabilities and ensure successful completion of priority vendors. John Hilker, Senior Subcontract Manager: John completed a company-wide strategic sourcing analysis and provided essential assistance to multiple projects supported from Dubai. He manages a team of 15+ procurement and subcontracts staff that purchase over $70MM dollars of goods and services per year. John's work saved the company over $1M in procurements by consolidating purchases and aligning agreements for specific regional focus. He has helped to reduce costs, ensure compliance, and increase the processing time on all procurement services and he is well deserving of this award. David Klassen, Senior Subcontract Administrator: David has helped to reduce costs, ensure compliance, and increase the processing time on all procurement services provided to the Stability Operations projects. David's work has focused on an improved service level through contributions in the following areas: improved pricing accuracy, increased vendor communication, improved understanding of client requirements, assisting in strategic sourcing efforts, and proposal support for GID and Stability Operations.

Shaping our Culture through PAE’s Special Recognition Award Program Eugne Van Wyk, Subcontracts Administrator: Eugene has consistently demonstrated selfless commitment to the MONUSCO program in order to ensure mission success. His dedication is the thread which maintains continuity of procurement support to ensure critical procurements occur in a timely and compliant manner. He has put personal priorities to the side on several occasions in order to provide the appropriate level of support to the Program. Eugene is an asset whose efforts deserve recognition. Lester Macuha, Finance Manager: Lester has shown continuous commitment to PAE and the mission of our programs. He has repeatedly taken on challenging projects and programs with little resistance and a desire to succeed in everything he does. Most notably, Lester has worked on the accounting for both Erbil and Mazar, assisted WDC with the AFRICAP balance sheet reconciliation, and continues to oversee the accounting activities for India and Cuba MACC. Lester is a valuable asset to PAE. Bobby Cardone, Project Support Unit Chief: Bobby has been serving as the Acting Deputy Chief of Team Logistics (DCOT-L) since the departure of the DCOT-L in June 2012. Serving in this capacity, Bobby has been instrumental in developing the Hub & Spoke Logistics Program, helping format the C2E2 Cost Proposal, distributing the humanitarian supplies country-wide, developing the Baghlan & Wardak FF&E documents, and transitioning the Justice Center in Parwan from Pro-Telligent to PAE. Additionally, Bobby has successfully restructured various units to make them operate at a higher and more efficient level. Grady Wood, Regional Support Unit Chief: For one month in 2012, Grady filled the role of Deputy Chief of Team - Logistics, in addition to his duties as a Regional Support Unit Chief. At this time, CSSP was in the middle of a cost proposal and transitioning the Justice Center in Parwan from Pro-Telligent. In the midst of handling these assignments, Grady was still responsible for many of the day-to-day activities that were a part of his prior assignment as a Facilities Management Specialist. Grady's attitude, willingness, and knowledge of the Program played contributed immensely to CSSP continuing its mission with no negative impact. Cecilia Vidal, Accountant: In the short time that Cecilia has been employed by PAE, she has performed an outstanding amount of work. Carrying this extra workload has often resulted in Cecilia working extended hours with minimal assistance and only nominal training. Cecilia supports seven PAE Programs in Afghanistan, and the myriad of tasks she performs could be insurmountable, were it not for her dedication and sense of duty in completion of the mission with quality results. Joel Quintao, Environmental Foreman: Under Joel's leadership, the PAE Environmental Team has never received less than a satisfactory rating from a Government Performance Assessment. Joel has ensured that his team meets all required training and certification requirements and was recently instrumental in conducting two separate hazardous waste offloads from the Camp to the Defense Logistics Agency. Most recently, Joel also received a Letter of Appreciation directly from the Customer, commending him for managing "one of the most well-run storage areas that he has observed." Joel's efforts are to be commended and recognized. Brian Koziol, BD Analyst/Capture Manager (not pictured) and Brian Schock, Business Operations Supervisor: Brian and Brian provided the leadership and strategy to close out the Mazar Program. Their hard work and persistence allowed PAE to avoid a significant write-off, and they were successful in negotiating a settlement with DoS OBO. Efforts such as these deserve recognition. Burt Stover, Registered Nurse II: The NASA Glenn Research Center site was a new start for DS2. With only 15 days from notification to start work, it was necessary to hire an all new management and clinical provider team. Burt quickly established himself as a leader and developed a solid and professional working relationship with the internal executives and NASA leaders. Mr. Stover's efforts in standing-up the new site operations have been outstanding and brought credit to DS2 such that, after only six months, the NASA Glenn Research Site is seen as a model for a large FOH. NASA site managers have subsequently agreed to fund an on-campus Occupational Hearing Conservation Training Program for all DS2 physicians, nurse practitioners, RN staff, and clinical management staff that will save $4,900 in course registration fees and 14 days in manpower costs that would otherwise have been charged to contract overhead.

In Memoriam: Michael Erhardt

Current PAE Job Openings PAE considers its employees to be the company‟s greatest asset. To encourage employees to seek new opportunities within the company and retain top talent, PAE Recruiters have highlighted a few of their current job openings. QC Supervisor - Bogota, Colombia VOIP Communications Engineer III – Ramstein, Germany Trilingual Interpreter - JMDSF – Djibouti, Africa

PAE employee Michael Erhardt, who served as a boiler mechanic on the Antarctic Support Contract, passed away in early June from an aggressive form of cancer. He is survived by his sister and parents, who remember him as a consummate adventurer. Michael was an experienced rancher and avid pilot. Before joining PAE in Antarctica, Michael worked in Iraq and Afghanistan, and he considered Antarctica to be one of his final frontiers. After walking in the footsteps of polar explorers, witnessing the beauty of the southern skies, and taking in the view from the flight deck of the C-17, he told his sister he had done everything in life he had wanted to. His family sends thanks to his colleagues in Antarctica for their support and helping to get him closer to home in his final days. Photos by Scott Bream, Safety Engineer for Antarctic Support Contract, South Pole Station

Bilingual Interpreter – JMDSF – Djibouti, Africa

For more information on job opportunities within PAE and a comprehensive listing of open positions, please visit

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Produced by PAE Communications For questions, comments or story ideas for GAIN Insight, please contact Meg Manthey, Director of Communications, at or 703-717-6175. Special thanks to the contributors to this issue, including: Jessica Bejarano, Allyson Gruber, Denise Henderson, Kelley Heneghan, Aida Jalaludin, Boyd Jernigan, Mark Kennedy, Mark Kroeker, Katrina Lennon, Henry Marquez, Emmanuel Nouga, Stacie Petrash, Ashlyn Pumphrey, Denise Rodgers, Karen Tan, Thomas Velez, Larry Walters, Glen White and Mark Wood.

GAIN Insight: 2nd Quarter 2013