UBPSI was formed in October, 2006 to create a national third party pension and benefit administration services company specializing in servicing Taft-Hartley multi-employer benefit plans through a strategy of acquiring regional Taft-Hartley pension and benefit administration services companies.

On December 17, 2007, we acquired ATPA, one of the leading Taft-Hartley third party administrators in the United States, based on the number of participants in plans that it administers. ATPA services numerous labor/management trusts and public employee/employer benefit plans primarily in California and the Northwestern United States. ATPA provides a broad array of administrative services for Taft-Hartley multi-employer health and welfare and pension plans under collective bargaining agreements, including billing, record keeping, accounting, customer service, claims processing, reporting and adjudication and determination services. For the fiscal years ended April 30, 2005, 2006 and 2007 and the seven months ended November 30, 2007, ATPA’s revenues were $56.3 million, $54.5 million, $55.0 million and $30.8 million, respectively. For the fiscal year ended April 30, 2007, ATPA processed more than $2 billion of employee benefit contributions, $500 million of HMO premiums and $500 million of benefit claims.

Our strategy is to acquire regional and other third party pension and benefit administration services companies and related business' specializing in Taft-Hartley multi-employer plans and to grow the acquired business', including ATPA, by (i) increasing the number of plans for which benefits are being administered, (ii) cross-selling additional administrative services to existing and new plans, and (iii) leveraging the management teams and sophisticated management information and data processing systems of ATPA and other business' which may be acquired in the future to enhance operating efficiencies. While we have evaluated and discussed possible acquisitions, we have not entered into any commitment, agreement or understanding with any potential acquisition candidates, and there can be no assurance that we will be successful in locating other suitable acquisition candidates or that any additional acquisitions will be consummated in the future. We will be required to seek additional financing to fund our expansion through acquisition. We have no current commitments or arrangements for additional financing other than the direct offering and there can be no assurance that additional financing will be available on acceptable terms, or at all.

Our senior management led by Richard E. Stierwalt, UBPSI’s founder and President and Chief Executive Officer, and Thomas J. Mackell, Jr., our Chairman of the Board, have extensive experience in the financial services industry and the benefits and pension plan administration business.

Dr. Richard E. Stierwalt, our founder, is the President, Chief Executive Officer and a director of UBPSI. Mr. Stierwalt has been the Chief Executive Officer, President, Chairman and sole director of ATPA since completion of the acquisition of ATPA in December 2007.

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Thomas J. Mackell has been the Chairman of the Board of UBPSI since the completion of the acquisition of ATPA in December 2007. Dr. Mackell has been a member of the Board of Directors of the United States Federal Reserve Bank of Richmond since January 2003, and its Chairman of the Board since January 2005.

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Jerry Israel, senior consulting strategist, is the former president of the University of Indianapolis and Morningside College and a veteran higher education leader with a wide array of expertise.

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Tom began his career in 1973 as a Labor official with District 65 United Auto Workers and was elected Vice-President, with the responsibility for negotiating collective bargaining agreements, directing organizing campaigns, and the establishment of an educational program for the Union’s 35,000 members.

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