BrightLane.com and TeamStaff Propose to Join Forces To Create a Business Process Outsourcing/Technology Powerhouse.

Business Editors

SOMERSET, NJ--(BUSINESS WIRE)--Nov. 27, 2000

TeamStaff, Inc. (Nasdaq:TSTF) a leading national Professional Employer Organization (PEO) and BrightLane.com, a privately-held Online Business Center (OBC), announced today their intent to enter into a business combination to create a technologically advanced Business Process Outsourcing (BPO) services organization. The merged company will provide small and middle market businesses with the alternative choices of: a full service co-employment outsourcing relationship, Human Resource (HR) and administrative services without the co-employment relationship or the opportunity to select specific products such as banking, payroll, benefits, insurance, financial services, procurement, recruiting and web services, which can be delivered via the BrightLane OBC. The combination of TeamStaff's existing client and employee base with BrightLane's advanced technology for the automation and Internet delivery of administrative and HR functions gives the combined entity a unique position in the marketplace.

The increased popularity of PEOs over the past decade in the small business arena has caused explosive growth in the market for PEO services which is estimated at over $1.4 trillion. The missing ingredient for most PEOs has been a robust and functional technology that they can use to automate traditional outsourcing services such as HR administration, payroll, insurance and risk management as well as employee benefits administration. The merger with BrightLane provides TeamStaff with an existing OBC that will enable the merged company to automate the delivery of many of its traditional services and add new products and services, through strategic alliance partners.

"With their recently announced intention to acquire Paradyme Human Resources Corporation (Paradyme), TeamStaff will have projected combined revenues in excess of $750 million. The opportunity to leverage this large client base creates an ideal scenario for us," said T. Stephen Johnson, Chairman of the Board of BrightLane.com. "We created BrightLane last year to enable small- to mid-sized companies to manage their back office administrative functions through the Internet, and that is precisely the market that TeamStaff already serves as an outsourcing partner," continued Johnson.

Donald W. Kappauf, President and CEO of TeamStaff, will remain as President and CEO, Donald T. Kelly will remain as Vice President and CFO while T. Stephen Johnson will become Chairman of the Board of the merged entity. "BrightLane brings a stellar group of strategic partnerships with companies like First Union National Bank and Nationwide Financial Services, and there is an opportunity to enhance the perception of TeamStaff in the PEO marketplace with BrightLane's technology. The ability to have all of the key administrative and HR functions together on one Internet site, easily traversed with one, unified log-in through a highly secure portal, is quite a technological feat. I am excited about how this merger can add value to our offering and yield profits to our shareholders through increased overall margins," said Kappauf.

"BrightLane.com continues to serve as an attractive investment for First Union and an important part of our ongoing commitment to supporting e-commerce technologies that match our core businesses," said David Carroll, Executive Vice President and Chief E-Commerce Officer at First Union. "BrightLane.com can change the paradigm for how small businesses can utilize the Internet to save time and money while running their companies. BrightLane's proposed merger with TeamStaff will provide additional opportunities to reach small business customers and continued integration of the company's robust Internet technology."

BrightLane.com was funded in part by First Union e-Ventures, the team responsible for pursuing joint ventures with Internet-related businesses that support First Union National Bank's business objectives. First Union Securities also acted as sole placement agent for BrightLane.com on an investment by Nationwide Financial Services in BrightLane.

Although a non-binding letter of intent has been approved by both parties' boards the principle terms of the transaction including the number of shares to be issued by TeamStaff to the shareholders of BrightLane.com is subject to further negotiation. In addition the transaction requires shareholder approval and is subject to due diligence, execution of a definitive agreement and customary closing conditions. Further details of the transaction will be disclosed at a later date. Key elements of the proposed merger are the ability to leverage the strategic relationships of BrightLane, the availability of BrightLane's cash to make the merged entity debt free and position it to potentially meet the requirements for a Nasdaq National Market listing. Raymond James & Associates, Inc. is representing TeamStaff in both the Paradyme acquisition and BrightLane.com merger.

The merger of TeamStaff and BrightLane, combined with the previously announced proposed acquisition by TeamStaff of Paradyme, creates a very exciting opportunity for the merged company to expand its business strategy to take advantage of the increasing trend toward the outsourcing of business processes and the use of the Internet by small businesses to manage their administrative functions. With Paradyme's enterprise technology and BrightLane's Internet delivery technology, the Company is uniquely positioned to become the brand name provider of comprehensive support services and business processing outsourcing solutions for small- and mid-sized companies.

"TeamStaff announced earlier this year that its primary strategic objective was to acquire the technology necessary to enable its small business customers to manage their human resource function through the Internet. Paradyme was identified as one of a very few PEO's that had developed and implemented a best-in-class technology infrastructure to support that initiative," said Kappauf. "Paradyme is widely acknowledged as an innovator and industry leader in the deployment of enterprise technology and a web enabled service delivery model. This acquisition, combined with the BrightLane merger, will position the merged company as the industry leader in delivering an integrated e-service technology platform to its combined base of over 4,500 small business customers and its approximately 56,000 employees-paid base. Paradyme has spent the last several years implementing the Lawson Software enterprise resource planning (ERP) platform in an integrated, e-commerce environment and is clearly at the forefront of the industry in deploying this technology. It became clear to us that the best way to acquire the technology and talent we needed and to reduce our time to market with a web-enabled enterprise solution, was to acquire Paradyme. We believe that Paradyme has developed the enterprise-wide system applications that, when combined with BrightLane's OBC technology, will clearly differentiate TeamStaff in the PEO marketplace and provide the scalability, the Internet capability and the operational integration necessary for us to execute on our strategy.

The combined company will be positioned to accomplish four major objectives:

-- Increase its market share and growth rate. Through BrightLane's strategic
partners, it is anticipated that the merged company potentially can gain access
to more than one million combined small business customers. "We believe that
one of the most exciting benefits of the combination with BrightLane is these
partnerships and the resulting ability to efficiently distribute the Company's
entire array of products and services throughout their small business client
bases to generate long term, sustainable growth," said Kappauf.

-- Gain greater market penetration by offering additional service delivery
models. TeamStaff's core competencies are in the outsourcing of payroll and
personnel administration, HR activities, risk and insurance management and
employee benefits administration, traditionally delivered in a bundled service
arrangement or PEO model. Combining TeamStaff's expertise with Paradyme's
enterprise technology platform and BrightLane's Internet delivery capability,
the Company will be able to unbundle its administrative services and deliver
them as stand-alone Business Process Outsourcing (BPO) or Application Service

Provider (ASP) solutions geared toward the needs of middle market companies.

-- Deploy leading edge Internet technology and enterprise software platforms to
deliver increased earnings to its shareholders. The Paradyme enterprise
platform and BrightLane Internet technology will allow the Company to fully
integrate its core operating systems to better manage productivity, control
costs and provide the scalability required to position the company for
increased growth.

-- Build brand loyalty and increase margins. By cross selling additional
best-of-breed products and services to TeamStaff's customers and employees
through BrightLane's OBC, the Company expects to deliver an expanded, higher
margin product and service offering to its clients and employees. The PEO
relationship creates high frequency interfaces with clients and employees and
thus provides a business to business (B2B) and a business to consumer (B2C)
opportunity to connect them with BrightLane's selected strategic alliance
partners.

T. Stephen Johnson commented, "The combination of TeamStaff, BrightLane and Paradyme, positions the company as a market leader in providing small and middle market businesses with the wide array of the tools and services they need to succeed and with the Internet delivery capabilities required to efficiently deliver them."

About BrightLane.com

BrightLane.com, Inc. was founded in 1999 and is based in Alpharetta, Georgia. It is an Applications Services Provider (ASP) providing Internet-based administrative solutions for growing businesses. Focused on increasing buying power and reducing average transaction costs, the current BrightLane services include: procurement, payroll, banking and financial services, and a full line of insurance and benefit products. BrightLane.com integrates these services through proprietary unified log-in and hub technologies that offer businesses security and robust report functionality.

About TeamStaff

Headquartered in Somerset, New Jersey, TeamStaff combined with Paradyme will serve over 4,500 clients and over 56,000 employees throughout the United States as a full service provider of employer outsourcing and staffing solutions. Through its Professional Employer Organization (PEO), TeamStaff provides small and medium sized businesses throughout the nation with a better way to employ their people by delivering an off-site, full-service human resource outsourcing solution. TeamStaff's comprehensive employer services include employment administration, benefits management, government compliance, recruiting and selection, employer liability management, training and development and performance management tools. TeamStaff's PEO division currently ranks as one of the 10 largest in the nation.

TeamStaff also operates three other employer outsourcing services. Through TeamStaff Rx, TeamStaff provides temporary and permanent medical staffing services throughout the country and is the largest provider of medical imaging personnel in its field. TeamStaff also operates DSI, its niche payroll service bureau offering payroll and tax processing to over 750 clients and 30,000 employees, as well as TeamStaff Solutions, a Manhattan-based provider of technical temporary personnel, disbursement management systems and transaction processing services for government agencies. For more information on each of the companies visit their web sites at www.teamstaff.com, www.brightlane.com, or www.paradyme.net.

The statements contained in this press release that are not historical facts are forward-looking statements under federal securities law that involve a number of risks and uncertainties. Therefore, the actual results of future events described in such forward-looking statements could differ materially from those stated in such forward-looking statements. Among the factors that could cause actual results to differ materially are: (i) regulatory and tax developments; (ii) changes in TeamStaff's, Paradyme's or BrightLane's direct costs and operating expenses; (iii) the estimated costs and effectiveness of capital projects and investments in technology and infrastructure; (iv) TeamStaff's, Paradyme's and BrightLane's ability to effectively implement their eBusiness strategy; (v) the effectiveness of TeamStaff's sales and marketing efforts, including the company's marketing arrangements with other companies; (vi) changes in the competitive environment in the PEO industry; and (vii) the ability of TeamStaff to successfully consummate the BrightLane and Paradyme transactions. Some of these factors are described in further detail in TeamStaff's filings with the Securities and Exchange Commission.)