10-Q

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TABLE OF CONTENTS

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 10-Q

(Mark One)
ý	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended March 31, 2012
OR
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Transition Period from                        to

Commission file number 1-13045

IRON MOUNTAIN INCORPORATED
(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or other Jurisdiction of
Incorporation or Organization) 23-2588479
(I.R.S. Employer
Identification No.)

745 Atlantic Avenue, Boston, MA 02111
(Address of Principal Executive Offices, Including Zip Code)

(617) 535-4766
(Registrant's Telephone Number, Including Area Code)

        Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý    No o

        Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ý    No o

        Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a small reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ý Accelerated filer o Non-accelerated filer o
(Do not check if a
smaller reporting company) Smaller reporting company o

        Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o    No ý

        Number of shares of the registrant's Common Stock at April 23, 2012: 171,199,613

IRON MOUNTAIN INCORPORATED

Index

	Page
PART I—FINANCIAL INFORMATION
Item 1—Unaudited Consolidated Financial Statements		3
Consolidated Balance Sheets at December 31, 2011 and March 31, 2012 (Unaudited)		3
Consolidated Statements of Operations for the Three Months Ended March 31, 2011 and 2012 (Unaudited)		4
Consolidated Statements of Comprehensive Income (Loss) for the Three Months Ended March 31, 2011 and 2012 (Unaudited)		5
Consolidated Statements of Equity for the Three Months Ended March 31, 2011 and 2012 (Unaudited)		6
Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2011 and 2012 (Unaudited)		7
Notes to Consolidated Financial Statements (Unaudited)		8
Item 2—Management's Discussion and Analysis of Financial Condition and Results of Operations		45
Item 4—Controls and Procedures		64
PART II—OTHER INFORMATION
Item 1—Legal Proceedings		66
Item 2—Unregistered Sales of Equity Securities and Use of Proceeds		66
Item 6—Exhibits		67
Signatures		68

2

Part I. Financial Information

Item 1.    Unaudited Consolidated Financial Statements

IRON MOUNTAIN INCORPORATED

CONSOLIDATED BALANCE SHEETS

(In Thousands, except Share and Per Share Data)

(Unaudited)

	December 31, 2011			March 31, 2012
ASSETS
Current Assets:
Cash and cash equivalents	$	179,845		$	178,293
Restricted cash		35,110			35,112
Accounts receivable (less allowances of $23,277 and $23,206 as of December 31, 2011 and March 31, 2012, respectively)		543,467			558,357
Deferred income taxes		43,235			42,289
Prepaid expenses and other		105,537			110,654
Assets of discontinued operations		7,256			7,294
Total Current Assets		914,450			931,999
Property, Plant and Equipment:
Property, plant and equipment		4,232,594			4,244,184
Less—Accumulated depreciation		(1,825,511	)		(1,841,526	)
Property, Plant and Equipment, net		2,407,083			2,402,658
Other Assets, net:
Goodwill		2,254,268			2,282,621
Customer relationships and acquisition costs		410,149			416,318
Deferred financing costs		35,798			34,435
Other		19,510			18,591
Total Other Assets, net		2,719,725			2,751,965
Total Assets	$	6,041,258		$	6,086,622
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of long-term debt	$	73,320		$	63,229
Accounts payable		156,381			139,236
Accrued expenses		418,831			363,715
Deferred revenue		197,181			204,101
Liabilities of discontinued operations		3,317			7,859
Total Current Liabilities		849,030			778,140
Long-term Debt, net of current portion		3,280,268			3,390,447
Other Long-term Liabilities		53,169			57,697
Deferred Rent		97,177			97,585
Deferred Income Taxes		507,358			493,950
Commitments and Contingencies (see Note 8)
Equity:
Iron Mountain Incorporated Stockholders' Equity:
Preferred stock (par value $0.01; authorized 10,000,000 shares; none issued and outstanding)		—			—
Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 172,140,966 shares and 171,182,398 shares as of December 31, 2011 and March 31, 2012, respectively)		1,721			1,712
Additional paid-in capital		343,603			317,492
Retained earnings		902,567			915,126
Accumulated other comprehensive items, net		(2,203	)		25,286
Total Iron Mountain Incorporated Stockholders' Equity		1,245,688			1,259,616
Noncontrolling Interests		8,568			9,187
Total Equity		1,254,256			1,268,803
Total Liabilities and Equity	$	6,041,258		$	6,086,622

The accompanying notes are an integral part of these consolidated financial statements.

3

IRON MOUNTAIN INCORPORATED

CONSOLIDATED STATEMENTS OF OPERATIONS

(In Thousands, except Per Share Data)

(Unaudited)

	Three Months Ended March 31,
	2011			2012
Revenues:
Storage	$	415,705		$	425,341
Service		330,304			321,157
Total Revenues		746,009			746,498
Operating Expenses:
Cost of sales (excluding depreciation and amortization)		315,955			315,298
Selling, general and administrative		212,755			210,660
Depreciation and amortization		80,163			78,008
(Gain) Loss on disposal/write-down of property, plant and equipment, net		(464	)		719
Total Operating Expenses		608,409			604,685
Operating Income (Loss)		137,600			141,813
Interest Expense, Net (includes Interest Income of $551 and $545 for the three months ended March 31, 2011 and 2012, respectively)		48,618			58,784
Other (Income) Expense, Net		(8,958	)		(3,304	)
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes		97,940			86,333
Provision (Benefit) for Income Taxes		16,764			25,260
Income (Loss) from Continuing Operations		81,176			61,073
Income (Loss) from Discontinued Operations, Net of Tax		(6,557	)		(5,093	)
Net Income (Loss)		74,619			55,980
Less: Net Income (Loss) Attributable to Noncontrolling Interests		1,159			630
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	73,460		$	55,350
Earnings (Losses) per Share—Basic:
Income (Loss) from Continuing Operations	$	0.41		$	0.36
Total Income (Loss) from Discontinued Operations	$	(0.03	)	$	(0.03	)
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	0.37		$	0.32
Earnings (Losses) per Share—Diluted:
Income (Loss) from Continuing Operations	$	0.40		$	0.35
Total Income (Loss) from Discontinued Operations	$	(0.03	)	$	(0.03	)
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	0.37		$	0.32
Weighted Average Common Shares Outstanding—Basic		200,228			171,320
Weighted Average Common Shares Outstanding—Diluted		201,251			172,223
Dividends Declared per Common Share	$	0.1875		$	0.2500

The accompanying notes are an integral part of these consolidated financial statements.

4

IRON MOUNTAIN INCORPORATED

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(In Thousands)

(Unaudited)

	Three Months Ended March 31,
	2011		2012
Net Income (Loss)	$	74,619	$	55,980
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		22,478		27,947
Total Other Comprehensive Income (Loss)		22,478		27,947
Comprehensive Income (Loss)		97,097		83,927
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		1,119		1,088
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	95,978	$	82,839

The accompanying notes are an integral part of these consolidated financial statements.

5

IRON MOUNTAIN INCORPORATED

CONSOLIDATED STATEMENTS OF EQUITY

(In Thousands, except Share Data)

(Unaudited)

				Iron Mountain Incorporated Stockholders' Equity
				Common Stock												Accumulated Other Comprehensive Items, Net
										Additional Paid-in Capital			Retained Earnings					Noncontrolling Interests
	Total			Shares			Amounts
Balance, December 31, 2010	$	1,952,865			200,064,066		$	2,001		$	1,228,655		$	685,310		$	29,482	$	7,417
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation, including tax benefit of $1,017		16,232			578,218			6			16,226			—			—		—
Stock repurchases		(10,971	)		(384,169	)		(4	)		(10,967	)		—			—		—
Parent cash dividends declared		(37,601	)		—			—			—			(37,601	)		—		—
Comprehensive Income (Loss):
Currency translation adjustment		22,478			—			—			—			—			22,518		(40	)
Net income (loss)		74,619			—			—			—			73,460			—		1,159
Comprehensive Income (Loss)					—			—			—			—			—		—
Noncontrolling interests dividends		(33	)		—			—			—			—			—		(33	)
Balance, March 31, 2011	$	2,017,589			200,258,115		$	2,003		$	1,233,914		$	721,169		$	52,000	$	8,503

				Iron Mountain Incorporated Stockholders' Equity
				Common Stock												Accumulated Other Comprehensive Items, Net
										Additional Paid-in Capital			Retained Earnings						Noncontrolling Interests
	Total			Shares			Amounts
Balance, December 31, 2011	$	1,254,256			172,140,966		$	1,721		$	343,603		$	902,567		$	(2,203	)	$	8,568
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation, including tax benefit of $190		8,568			144,581			2			8,566			—			—			—
Stock repurchases		(34,688	)		(1,103,149	)		(11	)		(34,677	)		—			—			—
Parent cash dividends declared		(42,791	)		—			—			—			(42,791	)		—			—
Comprehensive Income (Loss):
Currency translation adjustment		27,947			—			—			—			—			27,489			458
Net income (loss)		55,980			—			—			—			55,350			—			630
Comprehensive Income (Loss)					—			—			—			—			—			—
Noncontrolling interests equity contributions		39			—			—			—			—			—			39
Noncontrolling interests dividends		(508	)		—			—			—			—			—			(508	)
Balance, March 31, 2012	$	1,268,803			171,182,398		$	1,712		$	317,492		$	915,126		$	25,286		$	9,187

The accompanying notes are an integral part of these consolidated financial statements.

6

IRON MOUNTAIN INCORPORATED

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands)

(Unaudited)

	Three Months Ended March 31,
	2011			2012
Cash Flows from Operating Activities:
Net income (loss)	$	74,619		$	55,980
Loss (Income) from discontinued operations		6,557			5,093
Adjustments to reconcile net income (loss) to cash flows from operating activities:
Depreciation		73,338			70,149
Amortization (includes deferred financing costs and bond discount of $1,426
and $1,742 for the three months ended March 31, 2011 and 2012, respectively)		8,251			9,601
Stock-based compensation expense		4,439			9,800
(Benefit) Provision for deferred income taxes		(7,903	)		(9,814	)
(Gain) Loss on early extinguishment of debt		(850	)		—
(Gain) Loss on disposal/write-down of property, plant and equipment, net		(464	)		719
Foreign currency transactions and other, net		(8,434	)		(1,020	)
Changes in Assets and Liabilities (exclusive of acquisitions):
Accounts receivable		(22,858	)		(8,831	)
Prepaid expenses and other current assets		13,157			(13,630	)
Accounts payable		(5,419	)		(2,433	)
Accrued expenses, deferred revenue and other current liabilities		(24,744	)		(36,629	)
Other assets and long-term liabilities		729			74
Cash Flows from Operating Activities-Continuing Operations		110,418			79,059
Cash Flows from Operating Activities-Discontinued Operations		8,919			(4,175	)
Cash Flows from Operating Activities		119,337			74,884
Cash Flows from Investing Activities:
Capital expenditures		(52,208	)		(55,916	)
Cash paid for acquisitions, net of cash acquired		(34,705	)		(8,818	)
Investment in restricted cash		(2	)		(2	)
Additions to customer relationship and acquisition costs		(2,893	)		(3,008	)
Investment in joint ventures		(50	)		—
Proceeds from sales of property and equipment and other, net		166			1,853
Cash Flows from Investing Activities-Continuing Operations		(89,692	)		(65,891	)
Cash Flows from Investing Activities-Discontinued Operations		(9,299	)		(1,141	)
Cash Flows from Investing Activities		(98,991	)		(67,032	)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt		(428,548	)		(635,539	)
Proceeds from revolving credit and term loan facilities and other debt		607,418			701,105
Early retirement of senior subordinated notes		(231,255	)		—
Debt financing (repayment to) and equity contribution from (distribution to)
noncontrolling interests, net		131			191
Stock repurchases		(10,970	)		(38,052	)
Parent cash dividends		(37,514	)		(43,180	)
Proceeds from exercise of stock options and employee stock purchase plan		9,164			1,321
Excess tax benefits from stock-based compensation		1,017			190
Payment of debt financing costs		—			(93	)
Cash Flows from Financing Activities-Continuing Operations		(90,557	)		(14,057	)
Cash Flows from Financing Activities-Discontinued Operations		46			(39	)
Cash Flows from Financing Activities		(90,511	)		(14,096	)
Effect of Exchange Rates on Cash and Cash Equivalents		1,289			4,692
(Decrease) Increase in Cash and Cash Equivalents		(68,876	)		(1,552	)
Cash and Cash Equivalents, Beginning of Period		258,693			179,845
Cash and Cash Equivalents, End of Period	$	189,817		$	178,293
Supplemental Information:
Cash Paid for Interest	$	65,008		$	56,083
Cash Paid for Income Taxes	$	20,575		$	38,060
Non-Cash Investing and Financing Activities:
Capital Leases	$	6,039		$	2,499
Accrued Capital Expenditures	$	21,095		$	21,166
Dividends Payable	$	37,601		$	42,791

The accompanying notes are an integral part of these consolidated financial statements.

7

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(1) General

        The interim consolidated financial statements are presented herein and, in the opinion of management, reflect all adjustments of a normal recurring nature necessary for a fair presentation. Interim results are not necessarily indicative of results for a full year. Iron Mountain Incorporated ("IMI") is a global, full-service provider of information management and related services for all media in various locations throughout North America, Europe, Latin America and Asia Pacific. We have a diversified customer base comprised of commercial, legal, banking, health care, accounting, insurance, entertainment and government organizations.

        The unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") have been omitted pursuant to those rules and regulations, but we believe that the disclosures included herein are adequate to make the information presented not misleading. The consolidated financial statements and notes included herein should be read in conjunction with the annual consolidated financial statements and notes for the year ended December 31, 2011 included in our Annual Report on Form 10-K filed on February 28, 2012.

        On June 2, 2011, we completed the sale (the "Digital Sale") of our online backup and recovery, digital archiving and eDiscovery solutions businesses of our digital business (the "Digital Business") to Autonomy Corporation plc, a corporation formed under the laws of England and Wales ("Autonomy"), pursuant to a purchase and sale agreement dated as of May 15, 2011 among IMI, certain subsidiaries of IMI and Autonomy (the "Digital Sale Agreement"). Additionally, on October 3, 2011, we sold our records management business in New Zealand (the "New Zealand Business"), and in December 2011, we committed to a plan to sell our records management business in Italy (the "Italian Business"), which we sold on April 27, 2012. The financial position, operating results and cash flows of the Digital Business, New Zealand Business and the Italian Business, including the gain on the sale of the Digital Business and New Zealand Business, for all periods presented, have been reported as discontinued operations for financial reporting purposes. See Note 10 for a further discussion of these events.

(2) Summary of Significant Accounting Policies

a.    Principles of Consolidation

        The accompanying financial statements reflect our financial position, results of operations and cash flows on a consolidated basis. All intercompany account balances have been eliminated.

b.    Cash, Cash Equivalents and Restricted Cash

        Cash and cash equivalents include cash on hand and cash invested in short-term securities, which have remaining maturities at the date of purchase of less than 90 days. Cash and cash equivalents are carried at cost, which approximates fair value.

        We have restricted cash associated with a collateral trust agreement with our insurance carrier that was entered into in 2010 related to our worker's compensation self-insurance program. The restricted

8

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

cash subject to this agreement was $35,110 and $35,112 as of December 31, 2011 and March 31, 2012, respectively, and is included in current assets on our consolidated balance sheets. Restricted cash consists primarily of U.S. Treasuries.

c.    Foreign Currency

        Local currencies are considered the functional currencies for our operations outside the U.S., with the exception of certain foreign holding companies and our financing center in Switzerland, whose functional currencies are the U.S. dollar. In those instances where the local currency is the functional currency, assets and liabilities are translated at period-end exchange rates, and revenues and expenses are translated at average exchange rates for the applicable period. Resulting translation adjustments are reflected in the accumulated other comprehensive items, net component of Iron Mountain Incorporated Stockholders' Equity and Noncontrolling Interests. The gain or loss on foreign currency transactions, calculated as the difference between the historical exchange rate and the exchange rate at the applicable measurement date, including those related to (1) our 7¹/4% GBP Senior Subordinated Notes due 2014, (2) our 6³/4% Euro Senior Subordinated Notes due 2018, (3) the borrowings in certain foreign currencies under our revolving credit agreement and (4) certain foreign currency denominated intercompany obligations of our foreign subsidiaries to us and between our foreign subsidiaries, which are not considered permanently invested, are included in other expense (income), net, on our consolidated statements of operations. The total gain or loss on foreign currency transactions amounted to a net gain of $3,096 and $2,575 for the three months ended March 31, 2011 and 2012, respectively.

d.    Goodwill and Other Intangible Assets

        Goodwill and intangible assets with indefinite lives are not amortized but are reviewed annually for impairment or more frequently if impairment indicators arise. Other than goodwill, we currently have no intangible assets that have indefinite lives and which are not amortized. Separable intangible assets that are not deemed to have indefinite lives are amortized over their useful lives. We annually assess whether a change in the life over which our intangible assets are amortized is necessary or more frequently if events or circumstances warrant.

        We have selected October 1 as our annual goodwill impairment review date. We performed our most recent annual goodwill impairment review as of October 1, 2011 and noted no impairment of goodwill. However, as a result of an interim triggering event as discussed below, we recorded a provisional goodwill impairment charge in the third quarter of 2011 associated with our Western European operations that was finalized in the fourth quarter of 2011. As of December 31, 2011 and March 31, 2012, no factors were identified that would alter our October 1, 2011 goodwill assessment. In making this assessment, we relied on a number of factors including operating results, business plans, anticipated future cash flows, transactions and marketplace data. There are inherent uncertainties related to these factors and our judgment in applying them to the analysis of goodwill impairment. When changes occur in the composition of one or more reporting units, the goodwill is reassigned to the reporting units affected based on their relative fair values.

9

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

        In September 2011, as a result of certain changes we made in the manner in which our European operations are managed, we reorganized our reporting structure and reassigned goodwill among the revised reporting units. Previously, we tested goodwill impairment at the European level on a combined basis. As a result of the management and reporting changes, we concluded that we have three reporting units for our European operations: (1) United Kingdom, Ireland and Norway ("UKI"); (2) Belgium, France, Germany, Luxembourg, Netherlands and Spain ("Western Europe"); and (3) the remaining countries in Europe ("Central Europe"). Due to these changes, we will perform all future goodwill impairment analyses on the new reporting unit basis. As a result of the restructuring of our reporting units, we concluded that we had an interim triggering event, and, therefore, we performed an interim goodwill impairment test for UKI, Western Europe and Central Europe in the third quarter of 2011 as of August 31, 2011. As required by GAAP, prior to our goodwill impairment analysis, we performed an impairment assessment on the long-lived assets within our UKI, Western Europe and Central Europe reporting units and noted no impairment, except for the Italian Business, which was included in our Western Europe reporting unit, and which is now included in discontinued operations as discussed in Note 10. Based on our analysis, we concluded that the goodwill of our UKI and Central Europe reporting units was not impaired. Our UKI and Central Europe reporting units had fair values that exceeded their carrying values by 15.1% and 4.9%, respectively, as of August 31, 2011. Central Europe is still in the investment stage, and, accordingly, its fair value does not exceed its carrying value by a significant margin at this point in time. A deterioration of the UKI or Central Europe businesses or their failure to achieve the forecasted results could lead to impairments in future periods. Our Western Europe reporting unit's fair value was less than its carrying value, and, as a result, we recorded a goodwill impairment charge of $46,500 included as a component of intangible impairments from continuing operations in our consolidated statements of operations for the year ended December 31, 2011. See Note 10 for the portion of the charge allocated to the Italian Business based on a relative fair value basis.

        Our reporting units at which level we performed our goodwill impairment analysis as of October 1, 2011 were as follows: North America; UKI; Western Europe; Central Europe; Latin America; Australia; and Joint Ventures (which includes India, our various joint ventures in Southeast Asia and Russia (referred to as "Joint Ventures")). As of December 31, 2011, the carrying value of goodwill, net amounted to $1,748,879, $306,150, $46,439, $63,781, $27,322, and $61,697 for North America, UKI, Western Europe, Central Europe, Latin America and Australia, respectively. Our Joint Ventures reporting unit has no goodwill as of December 31, 2011 and March 31, 2012. Our North America, Latin America and Australia reporting units had estimated fair values as of October 1, 2011 that exceeded their carrying values by greater than 40%. As of March 31, 2012, the carrying value of goodwill, net amounted to $1,758,722, $315,616, $47,891, $69,384, $28,461, and $62,547 for North America, UKI, Western Europe, Central Europe, Latin America and Australia, respectively.

        Reporting unit valuations have been calculated using an income approach based on the present value of future cash flows of each reporting unit or a combined approach based on the present value of future cash flows and market and transaction multiples of revenues and earnings. The income approach incorporates many assumptions including future growth rates, discount factors, expected capital

10

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

expenditures and income tax cash flows. Changes in economic and operating conditions impacting these assumptions could result in goodwill impairments in future periods.

        The changes in the carrying value of goodwill attributable to each reportable operating segment for the three months ended March 31, 2012 is as follows:

	North American Business		International Business		Total Consolidated
Gross Balance as of December 31, 2011	$	2,010,241	$	564,044	$	2,574,285
Deductible goodwill acquired during the year		4,818		—		4,818
Currency effects		5,289		18,883		24,172
Gross Balance as of March 31, 2012	$	2,020,348	$	582,927	$	2,603,275
Accumulated Amortization Balance as of December 31, 2011	$	261,362	$	58,655	$	320,017
Currency effects		264		373		637
Accumulated Amortization Balance as of March 31, 2012	$	261,626	$	59,028	$	320,654
Net Balance as of December 31, 2011	$	1,748,879	$	505,389	$	2,254,268
Net Balance as of March 31, 2012	$	1,758,722	$	523,899	$	2,282,621
Accumulated Goodwill Impairment Balance as of December 31, 2011	$	85,909	$	46,500	$	132,409
Accumulated Goodwill Impairment Balance as of March 31, 2012	$	85,909	$	46,500	$	132,409

        The components of our amortizable intangible assets as of March 31, 2012 are as follows:

	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Customer Relationships and Acquisition Costs	$	612,560	$	(196,242	)	$	416,318
Core Technology(1)		3,760		(2,583	)		1,177
Trademarks and Non-Compete Agreements(1)		3,075		(2,562	)		513
Deferred Financing Costs		55,008		(20,573	)		34,435
Total	$	674,403	$	(221,960	)	$	452,443

(1)

Included in other assets, net in the accompanying consolidated balance sheet.

        Amortization expense associated with amortizable intangible assets (including deferred financing costs) was $8,251 and $9,601 for the three months ended March 31, 2011 and 2012, respectively.

11

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

e.    Stock-Based Compensation

        We record stock-based compensation expense, utilizing the straight-line method, for the cost of stock options, restricted stock, restricted stock units, performance units and shares of stock issued under the employee stock purchase plan (together, "Employee Stock-Based Awards").

        Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying consolidated statements of operations for the three months ended March 31, 2011 and 2012 was $5,033, including $594 in discontinued operations, ($3,164 after tax or $0.02 per basic and diluted share) and $9,800 ($6,847 after tax or $0.04 per basic and diluted share), respectively.

        Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying consolidated statements of operations related to continuing operations is as follows:

	Three Months Ended March 31,
	2011		2012
Cost of sales (excluding depreciation and amortization)	$	275	$	215
Selling, general and administrative expenses		4,164		9,585
Total stock-based compensation	$	4,439	$	9,800

        The benefits associated with the tax deductions in excess of recognized compensation cost are required to be reported as a financing cash flow. This requirement reduces reported operating cash flows and increases reported financing cash flows. As a result, net financing cash flows from continuing operations included $1,017 and $190 for the three months ended March 31, 2011 and 2012, respectively, from the benefits of tax deductions in excess of recognized compensation cost. The tax benefit of any resulting excess tax deduction increases the Additional Paid-in Capital ("APIC") pool. Any resulting tax deficiency is deducted from the APIC pool.

Stock Options

        Under our various stock option plans, options were granted with exercise prices equal to the market price of the stock on the date of grant. The majority of our options become exercisable ratably over a period of five years and generally have a contractual life of ten years, unless the holder's employment is sooner terminated. Certain of the options we issue become exercisable ratably over a period of ten years and have a contractual life of 12 years, unless the holder's employment is sooner terminated. As of March 31, 2012, ten-year vesting options represent 7.5% of total outstanding options. Beginning in 2011, certain of the options we issue become exercisable ratably over a period of three years and have a contractual life of ten years, unless the holder's employment is sooner terminated. As of March 31, 2012, three-year vesting options represented 11.3% of total outstanding options. Our non-employee directors are considered employees for purposes of our stock option plans and stock option reporting. Options granted to our non-employee directors generally become exercisable after one year.

12

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

        The weighted average fair value of options granted for the three months ended March 31, 2011 and 2012 was $7.34 and $7.00 per share, respectively. These values were estimated on the date of grant using the Black-Scholes option pricing model. The following table summarizes the weighted average assumptions used for grants in the respective period:

	Three Months Ended March 31,
Weighted Average Assumptions	2011			2012
Expected volatility		33.4	%		33.8	%
Risk-free interest rate		2.51	%		1.23	%
Expected dividend yield		3	%		3	%
Expected life		6.3 years			6.3 years

        Expected volatility is calculated utilizing daily historical volatility over a period that equates to the expected life of the option. The risk-free interest rate was based on the U.S. Treasury interest rates whose term is consistent with the expected life of the stock options. Expected dividend yield is considered in the option pricing model and represents our current expected per share dividends over the current trade price of our common stock. The expected life (estimated period of time outstanding) of the stock options granted is estimated using the historical exercise behavior of employees.

        A summary of option activity for the three months ended March 31, 2012 is as follows:

	Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic value
Outstanding at December 31, 2011		7,118,458		$	25.73
Granted		21,472			28.86
Exercised		(103,868	)		20.47
Forfeited		(90,076	)		25.92
Expired		(9,510	)		30.33
Outstanding at March 31, 2012		6,936,476		$	25.81		6.47	$	23,729
Options exercisable at March 31, 2012		4,082,790		$	25.48		5.57	$	15,598
Options expected to vest		2,643,329		$	26.31		7.75	$	7,504

        The following table provides the aggregate intrinsic value of stock options exercised for the three months ended March 31, 2011 and 2012:

	Three Months Ended March 31,
	2011		2012
Aggregate intrinsic value of stock options exercised	$	6,047	$	1,064

13

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

Restricted Stock and Restricted Stock Units

        Under our various stock option plans, we may also issue grants of restricted stock or restricted stock units ("RSUs"). Our restricted stock and RSUs generally have a three to five year vesting period. The fair value of restricted stock and RSUs is the excess of the market price of our common stock at the date of grant over the purchase price (which is typically zero).

        A summary of restricted stock and RSUs activity for the three months ended March 31, 2012 is as follows:

	Restricted Stock and RSUs			Weighted- Average Grant-Date Fair Value
Non-vested at December 31, 2011		610,951		$	28.85
Granted		655,809			28.86
Vested		(139,477	)		28.36
Forfeited		(11,550	)		28.75
Non-vested at March 31, 2012		1,115,733		$	28.92

        No restricted stock vested during the three months ended March 31, 2011 and 2012, respectively. No RSUs vested during the three months ended March 31, 2011 and $3,979 vested during the three months ended March 31, 2012.

Performance Units

        Under our various stock option plans, we may also issue grants of performance units ("PUs"). The number of PUs earned is determined based on our performance against predefined targets, which for 2011 and 2012 were calendar year revenue growth and return on invested capital ("ROIC"). The range of payout is zero to 150% of the number of granted PUs. The number of PUs earned is determined based on actual performance at the end of the one-year performance period, and the award will be settled in shares of our common stock, subject to cliff vesting, three years from the date of the original PU grant. Additionally, employees who are employed through the one-year anniversary of the date of grant and who reach both 55 years of age and 10 years of qualifying service (the "retirement criteria") shall immediately and completely vest in any PUs earned based on the actual achievement against the predefined targets as discussed above. As a result, PUs will be expensed over the shorter of (1) the vesting period, (2) achievement of the retirement criteria, which such achievement may occur as early as one year after the date of grant, or (3) a maximum of three years.

        During 2012, we issued 221,781 PUs. During the one-year performance period, we will forecast the likelihood of achieving the predefined annual revenue growth and ROIC targets in order to calculate the expected PUs to be earned. We will record a compensation charge based on either the forecasted PUs to be earned (during the one-year performance period) or the actual PUs earned (at the one-year anniversary date) over the vesting period for each individual grant as described above. The PU liability is remeasured at each fiscal quarter-end during the vesting period using the estimated percentage of

14

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

units earned multiplied by the closing market price of our common stock on the current period-end date and is pro-rated based on the amount of time passed in the vesting period. The total fair value of earned PUs that vested during the first quarter of 2012 was $2,825. As of March 31, 2012, we expected 100% achievement of the predefined revenue and ROIC targets associated with the grants made in 2012, and the closing market price of our common stock was $28.80.

        A summary of PU activity for the three months ended March 31, 2012 is as follows:

	PUs Original Awards			PUs Adjustment(1)			Total PUs Awards			Weighted- Average Grant-Date Fair Value
Non-vested at December 31, 2011		112,749			—			112,749		$	29.06
Granted		221,781			12,012			233,793			28.87
Vested		(96,120	)		(1,938	)		(98,058	)		28.46
Forfeited		(291	)		—			(291	)		28.11
Non-vested at March 31, 2012		238,119			10,074			248,193		$	29.11

(1)

Represents the additional number of PUs based on either (a) the final performance criteria achievement at the end of the one-year performance period or (b) a change in estimated awards based on the forecasted performance against the predefined targets.

Employee Stock Purchase Plan

        We offer an employee stock purchase plan (the "ESPP") in which participation is available to substantially all U.S. and Canadian employees who meet certain service eligibility requirements. The ESPP provides a way for our eligible employees to become stockholders on favorable terms. The ESPP provides for the purchase of our common stock by eligible employees through successive offering periods. We generally have two six-month offering periods per year, the first of which begins June 1 and ends November 30 and the second of which begins December 1 and ends May 31. During each offering period, participating employees accumulate after-tax payroll contributions, up to a maximum of 15% of their compensation, to pay the exercise price of their options. Participating employees may withdraw from an offering period before the purchase date and obtain a refund of the amounts withheld as payroll deductions. At the end of the offering period, outstanding options are exercised, and each employee's accumulated contributions are used to purchase our common stock. The price for shares purchased under the ESPP is 95% of the fair market price at the end of the offering period, without a look-back feature. As a result, we do not recognize compensation cost for the ESPP shares purchased. In the three months ended March 31, 2011 and 2012, there were no offering periods which ended under the ESPP and no shares were issued.

15

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

        The number of shares available for purchase under the ESPP at March 31, 2012 was 399,761.

        As of March 31, 2012, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards was $55,291 and is expected to be recognized over a weighted-average period of 2.8 years.

        We generally issue shares for the exercises of stock options, restricted stock, RSUs, PUs and shares under our ESPP from unissued reserved shares.

f.

Income (Loss) Per Share—Basic and Diluted

        Basic income (loss) per common share is calculated by dividing income (loss) by the weighted average number of common shares outstanding. The calculation of diluted income (loss) per share is consistent with that of basic income (loss) per share but gives effect to all potential common shares (that is, securities such as options, warrants or convertible securities) that were outstanding during the period, unless the effect is antidilutive.

16

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

        The following table presents the calculation of basic and diluted income (loss) per share:

	Three Months Ended March 31,
	2011			2012
Income (Loss) from continuing operations	$	81,176		$	61,073
Total income (loss) from discontinued operations (see Note 10)	$	(6,557	)	$	(5,093	)
Net income (loss) attributable to Iron Mountain Incorporated	$	73,460		$	55,350
Weighted-average shares—basic		200,228,000			171,320,000
Effect of dilutive potential stock options		995,149			720,788
Effect of dilutive potential restricted stock, RSUs and PUs		27,659			181,867
Weighted-average shares—diluted		201,250,808			172,222,655
Earnings (Losses) per share—basic:
Income (Loss) from continuing operations	$	0.41		$	0.36
Total income (loss) from discontinued operations (see Note 10)	$	(0.03	)	$	(0.03	)
Net income (loss) attributable to Iron Mountain Incorporated—basic	$	0.37		$	0.32
Earnings (Losses) per share—diluted:
Income (Loss) from continuing operations	$	0.40		$	0.35
Total income (loss) from discontinued operations (see Note 10)	$	(0.03	)	$	(0.03	)
Net income (loss) attributable to Iron Mountain Incorporated—diluted	$	0.37		$	0.32
Antidilutive stock options, RSUs and PUs, excluded from the calculation		8,701,049			2,045,616

g.

Revenues

        Our revenues consist of storage revenues as well as service revenues and are reflected net of sales and value added taxes. Storage revenues, which are considered a key performance indicator for the information management services industry, consist primarily of recurring periodic charges related to the storage of materials or data (generally on a per unit basis). Service revenues are comprised of charges for related core service activities and a wide array of complementary products and services. Included in core service revenues are: (1) the handling of records, including the addition of new records, temporary

17

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

removal of records from storage, refiling of removed records and the destruction of records; (2) courier operations, consisting primarily of the pickup and delivery of records upon customer request; (3) secure shredding of sensitive documents; and (4) other recurring services, including hybrid services, which relate to physical and digital records, and recurring project revenues. Our complementary services revenues include special project work, customer termination and permanent withdrawal fees, data restoration projects, fulfillment services, consulting services, technology services and product sales (including specially designed storage containers and related supplies). Our secure shredding revenues include the sale of recycled paper (included in complementary services revenues), the price of which can fluctuate from period to period, adding to the volatility and reducing the predictability of that revenue stream.

        We recognize revenue when the following criteria are met: persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable and collectability of the resulting receivable is reasonably assured. Storage and service revenues are recognized in the month the respective storage or service is provided, and customers are generally billed on a monthly basis on contractually agreed-upon terms. Amounts related to future storage or prepaid service contracts for customers where storage fees or services are billed in advance are accounted for as deferred revenue and recognized ratably over the applicable storage or service period or when the service is performed. Revenue from the sales of products, which is included as a component of service revenues, is recognized when products are shipped to the customer and title has passed to the customer. Revenues from the sales of products have historically not been significant.

h.

Allowance for Doubtful Accounts and Credit Memo Reserves

        We maintain an allowance for doubtful accounts and credit memos for estimated losses resulting from the potential inability of our customers to make required payments and potential disputes regarding billing and service issues. When calculating the allowance, we consider our past loss experience, current and prior trends in our aged receivables and credit memo activity, current economic conditions and specific circumstances of individual receivable balances. If the financial condition of our customers were to significantly change, resulting in a significant improvement or impairment of their ability to make payments, an adjustment of the allowance may be required. We consider accounts receivable to be delinquent after such time as reasonable means of collection have been exhausted. We charge-off uncollectible balances as circumstances warrant, generally, no later than one year past due.

i.

Income Taxes

        Our effective tax rates for the three months ended March 31, 2011 and 2012 were 17.1% and 29.3%, respectively. The primary reconciling items between the federal statutory rate of 35% and our overall effective tax rate are state income taxes (net of federal benefit) and differences in the rates of tax at which our foreign earnings are subject, including foreign exchange gains and losses in different jurisdictions with different tax rates. During the three months ended March 31, 2011, foreign currency losses were recorded in higher tax jurisdictions associated with our marking-to-market of debt and derivative instruments while foreign currency gains were recorded in lower tax jurisdictions associated with our marking-to-market of intercompany loan positions, which reduced our 2011 effective tax rate

18

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

by 12.6%. In addition, the recognition of certain previously unrecognized tax benefits due to settlements with tax authorities in various jurisdictions reduced the 2011 tax rate by 2.0%. During the three months ended March 31, 2012, foreign currency losses were recorded in higher tax jurisdictions associated with our marking-to-market of debt and derivative instruments while foreign currency gains were recorded in lower tax jurisdictions associated with our marking-to-market of intercompany loan positions, which reduced our 2012 effective tax rate by 8.9%.

        We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Discrete items and changes in our estimate of the annual effective tax rate are recorded in the period they occur. Our effective tax rate is subject to variability in the future due to, among other items: (1) changes in the mix of income from foreign jurisdictions; (2) tax law changes; (3) volatility in foreign exchange gains (losses); (4) the timing of the establishment and reversal of tax reserves; and (5) our ability to utilize foreign tax credits that we generate. We are subject to income taxes in the U.S. and numerous foreign jurisdictions. We are subject to examination by various tax authorities in jurisdictions in which we have significant business operations. We regularly assess the likelihood of additional assessments by tax authorities and provide for these matters as appropriate. Although we believe our tax estimates are appropriate, the final determination of tax audits and any related litigation could result in changes in our estimates.

        Accounting for income taxes requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the tax and financial reporting basis of assets and liabilities and for loss and credit carryforwards. Valuation allowances are provided when recovery of deferred tax assets is not considered more likely than not.

        We have elected to recognize interest and penalties associated with uncertain tax positions as a component of the provision (benefit) for income taxes in the accompanying consolidated statements of operations. We recorded a reduction of $609 and $249 for gross interest and penalties for the three months ended March 31, 2011 and 2012, respectively. We had $2,819 and $2,570 accrued for the payment of interest and penalties as of December 31, 2011 and March 31, 2012, respectively.

        We have not recorded deferred taxes on book over tax outside basis differences related to certain foreign subsidiaries because such basis differences are not expected to reverse in the foreseeable future and we intend to reinvest indefinitely outside the U.S. These basis differences arose primarily through the undistributed book earnings of our foreign subsidiaries. The basis differences could be reversed through a sale of the subsidiaries, each of which would result in an increase in our provision for income taxes. As of March 31, 2012, we had approximately $75,000 of undistributed earnings within our foreign subsidiaries. It is not practicable to calculate the amount of unrecognized deferred tax liability on the amount of undistributed earnings.

j.

Concentrations of Credit Risk

        Financial instruments that potentially subject us to market risk consist principally of cash and cash equivalents (including money market funds and time deposits), restricted cash (primarily U.S. Treasuries) and accounts receivable. The only significant concentrations of liquid investments as of both December 31, 2011 and March 31, 2012 relate to cash and cash equivalents and restricted cash held on

19

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

deposit with five global banks and one "Triple A" rated money market fund, which we consider to be large, highly-rated investment-grade institutions. As per our risk management investment policy, we limit exposure to concentration of credit risk by limiting the amount invested in any one mutual fund or financial institution to a maximum of $50,000. As of December 31, 2011 and March 31, 2012, our cash and cash equivalents and restricted cash balance was $214,955 and $213,405, respectively, including a money market fund and time deposits amounting to $181,823 and $166,343, respectively. A substantial portion of the money market fund is invested in U.S. Treasuries.

k.

Fair Value Measurements

        Entities are permitted under GAAP to elect to measure many financial instruments and certain other items at either fair value or cost. We did not elect the fair value measurement option for any of our financial assets or liabilities.

        Our financial assets or liabilities are measured using inputs from the three levels of the fair value hierarchy. A financial asset or liability's classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement.

        The three levels of the fair value hierarchy are as follows:

        Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date.

        Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).

        Level 3—Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability.

        The following tables provide the assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2011 and March 31, 2012, respectively:

			Fair Value Measurements at December 31, 2011 Using
Description	Total Carrying Value at December 31, 2011		Quoted prices in active markets (Level 1)			Significant other observable inputs (Level 2)			Significant unobservable inputs (Level 3)
Money Market Funds(1)	$	35,110	$	—		$	35,110		$	—
Time Deposits(1)		146,713		—			146,713			—
Trading Securities		9,124		8,497	(2)		627	(1)		—
Derivative Assets(3)		2,803		—			2,803			—
Derivative Liabilities(3)		435		—			435			—

20

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

			Fair Value Measurements at March 31, 2012 Using
Description	Total Carrying Value at March 31, 2012		Quoted prices in active markets (Level 1)			Significant other observable inputs (Level 2)			Significant unobservable inputs (Level 3)
Money Market Funds(1)	$	35,112	$	—		$	35,112		$	—
Time Deposits(1)		131,231		—			131,231			—
Trading Securities		9,763		9,143	(2)		620	(1)		—
Derivative Assets(3)		72		—			72			—
Derivative Liabilities(3)		4,172		—			4,172			—

(1)

Money market funds and time deposits (including certain trading securities) are measured based on quoted prices for similar assets and/or subsequent transactions.

(2)

Securities are measured at fair value using quoted market prices.

(3)

Our derivative assets and liabilities primarily relate to short-term (six months or less) foreign currency contracts that we have entered into to hedge our intercompany exposures denominated in British pounds sterling and Australian dollars. We calculate the fair value of such forward contracts by adjusting the spot rate utilized at the balance sheet date for translation purposes by an estimate of the forward points observed in active markets.

        Disclosures are required in the financial statements for items measured at fair value on a non-recurring basis. We did not have any material items that are measured at fair value on a non-recurring basis for the three months ended March 31, 2012.

l.

New Accounting Pronouncements

        In September 2011, the Financial Accounting Standards Board issued Accounting Standards Update ("ASU") No. 2011-08, Intangibles—Goodwill and Other (Topic 350): Testing Goodwill for Impairment. ASU 2011-08 allows, but does not require, entities to first assess qualitatively whether it is necessary to perform the two-step goodwill impairment test. If an entity believes, as a result of its qualitative assessment, that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the quantitative two-step impairment test is required; otherwise, no further testing is required. We adopted ASU 2011-08 as of January 1, 2012. The adoption of ASU 2011-08 did not have an impact on our consolidated financial position, results of operations or cash flows.

m.

Use of Estimates

        The preparation of financial statements in conformity with GAAP requires us to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities at the date of the financial statements and for the period then ended. On an on-going basis, we evaluate the estimates used. We base our estimates on historical experience, actuarial estimates, current conditions and various other assumptions that we believe to be reasonable under the circumstances. These estimates form the basis for making judgments about the carrying values of assets and liabilities and are not readily apparent from other sources. Actual results may differ from these estimates.

21

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

n.

Accumulated Other Comprehensive Items, Net

        Accumulated other comprehensive items, net consists of foreign currency translation adjustments as of December, 31, 2011 and March 31, 2012, respectively.

o.

Other Expense (Income), Net

        Other expense (income), net consists of the following:

	Three Months Ended March 31,
	2011			2012
Foreign currency transaction (gains) losses, net	$	(3,096	)	$	(2,575	)
Debt extinguishment (income) expense, net		(850	)		—
Other, net		(5,012	)		(729	)
	$	(8,958	)	$	(3,304	)

p.

Property, Plant and Equipment

        We develop various software applications for internal use. Computer software costs associated with internal use software are expensed as incurred until certain capitalization criteria are met. Payroll and related costs for employees who are directly associated with, and who devote time to, the development of internal use computer software projects (to the extent time is spent directly on the project) are capitalized and depreciated over the estimated useful life of the software. Capitalization begins when the design stage of the application has been completed and it is probable that the application will be completed and used to perform the function intended. Depreciation begins when the software is placed in service. Computer software costs that are capitalized are periodically evaluated for impairment.

        Consolidated loss on disposal/write-down of property, plant and equipment, net of $719 for the three months ended March 31, 2012 consisted primarily of write-offs associated with our European and Latin American operations. Consolidated gain on disposal/write-down of property, plant and equipment, net of $464 for the three months ended March 31, 2011 consisted primarily of gains related to vehicle dispositions in North America.

(3) Derivative Instruments and Hedging Activities

        Every derivative instrument is required to be recorded in the balance sheet as either an asset or a liability measured at its fair value. Periodically, we acquire derivative instruments that are intended to hedge either cash flows or values that are subject to foreign exchange or other market price risk and not for trading purposes. We have formally documented our hedging relationships, including identification of the hedging instruments and the hedged items, as well as our risk management objectives and strategies for undertaking each hedge transaction. Given the recurring nature of our revenues and the long-term nature of our asset base, we have the ability and the preference to use long-term, fixed interest rate debt to finance our business, thereby preserving our long-term returns on

22

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(3) Derivative Instruments and Hedging Activities (Continued)

invested capital. We target approximately 75% of our debt portfolio to be fixed with respect to interest rates. Occasionally, we may use interest rate swaps as a tool to maintain our targeted level of fixed rate debt. In addition, we may use borrowings in foreign currencies, either obtained in the U.S. or by our foreign subsidiaries, to hedge foreign currency risk associated with our international investments. Sometimes we enter into currency swaps to temporarily hedge an overseas investment, such as a major acquisition, while we arrange permanent financing or to hedge our exposure due to foreign currency exchange movements related to our intercompany accounts with and between our foreign subsidiaries. As of December 31, 2011 and March 31, 2012, none of our derivative instruments contained credit-risk related contingent features.

        We have entered into a number of separate forward contracts to hedge our exposures in British pounds sterling and Australian dollars. As of March 31, 2012, we had an outstanding forward contract to purchase $195,851 U.S. dollars and sell 125,000 British pounds sterling to hedge our intercompany exposures with our European operations. As of March 31, 2012, we had an outstanding forward contract to purchase $77,415 U.S. dollars and sell 75,000 Australian dollars to hedge our intercompany exposures with our Australian subsidiary. At the maturity of the forward contracts, we may enter into new forward contracts to hedge movements in the underlying currencies. At the time of settlement, we either pay or receive the net settlement amount from the forward contract and recognize this amount in other (income) expense, net in the accompanying statement of operations as a realized foreign exchange gain or loss. At the end of each month, we mark the outstanding forward contracts to market and record an unrealized foreign exchange gain or loss for the mark-to-market valuation. We have not designated these forward contracts as hedges. During the three months ended March 31, 2011 and 2012, there was $3,625 and $1,503 in net cash disbursements, respectively, included in cash from operating activities from continuing operations related to settlements associated with these foreign currency forward contracts. The following table provides the fair value of our derivative instruments as of December 31, 2011 and March 31, 2012 and their gains and losses for the three months ended March 31, 2011 and 2012:

	Asset Derivatives
	December 31, 2011			March 31, 2012
Derivatives Not Designated as Hedging Instruments	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Foreign exchange contracts	Current assets	$	2,803	Current assets	$	72
Total		$	2,803		$	72

	Liability Derivatives
	December 31, 2011			March 31, 2012
Derivatives Not Designated as Hedging Instruments	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Foreign exchange contracts	Current liabilities	$	435	Current liabilities	$	4,172
Total		$	435		$	4,172

23

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(3) Derivative Instruments and Hedging Activities (Continued)

		Amount of (Gain) Loss Recognized in Income on Derivatives
		Three Months Ended March 31,
	Location of (Gain) Loss Recognized in Income on Derivative
Derivatives Not Designated as Hedging Instruments		2011		2012
Foreign exchange contracts	Other expense (income), net	$	4,921	$	7,971
Total		$	4,921	$	7,971

        We have designated a portion of our 6³/4% Euro Senior Subordinated Notes due 2018 issued by IMI (the "6³/4% Notes") as a hedge of net investment of certain of our Euro denominated subsidiaries. For the three months ended March 31, 2011 and 2012, we designated on average 75,667 and 102,333 Euros, respectively, of the 6³/4% Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. As a result, we recorded foreign exchange losses of $6,300 ($3,938, net of tax) and $3,755 ($2,345, net of tax) for the three months ended March 31, 2011 and 2012, respectively, related to the change in fair value of such debt due to currency translation adjustments which is a component of accumulated other comprehensive items, net included in stockholders' equity. As of March 31, 2012, cumulative net gains of $11,045, net of tax are recorded in accumulated other comprehensive items, net associated with this net investment hedge.

(4) Acquisitions

        We account for acquisitions using the acquisition method of accounting, and, accordingly, the results of operations for each acquisition have been included in our consolidated results from their respective acquisition dates. Cash consideration for our various acquisitions was primarily provided through borrowings under our credit facilities and cash equivalents on-hand. The unaudited pro forma results of operations for the period ended March 31, 2012 are not presented due to the insignificant impact of the 2012 acquisitions on our consolidated results of operations.

24

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(4) Acquisitions (Continued)

        A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for acquisitions in 2012 through March 31, 2012 is as follows:

Cash Paid (gross of cash acquired)	$	8,818
Total Consideration		8,818
Fair Value of Identifiable Assets Acquired:
Property, Plant and Equipment(1)		82
Customer Relationship Assets(2)		4,900
Liabilities Assumed(3)		(982	)
Total Fair Value of Identifiable Net Assets Acquired		4,000
Recorded Goodwill	$	4,818

(1)

Consists primarily of racking, leasehold improvements and computer hardware and software.

(2)

The weighted average life of customer relationship assets associated with acquisitions to date in 2012 was 18 years.

(3)

Consists primarily of accrued expenses and deferred revenue.

25

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(5) Debt

        Long-term debt consists of the following:

	December 31, 2011					March 31, 2012
	Carrying Amount			Fair Value		Carrying Amount			Fair Value
Revolving Credit Facility(1)	$	96,000		$	96,000	$	190,000		$	190,000
Term Loan Facility(1)		487,500			487,500		481,250			481,250
71/4% GBP Senior Subordinated Notes due 2014 (the "71/4% Notes")(2)(3)		233,115			233,115		240,210			240,210
65/8% Senior Subordinated Notes due 2016 (the "65/8% Notes")(2)(3)		318,025			320,400		318,147			319,392
71/2% CAD Senior Subordinated Notes due 2017 (the "Subsidiary Notes")(2)(4)		171,273			174,698		175,245			180,940
83/4% Senior Subordinated Notes due 2018 (the "83/4% Notes")(2)(3)		200,000			209,000		200,000			206,870
8% Senior Subordinated Notes due 2018 (the "8% Notes")(2)(3)		49,806			47,607		49,813			54,140
63/4% Euro Senior Subordinated Notes due 2018 (the "63/4% Notes")(2)(3)		328,750			312,352		338,508			343,623
73/4% Senior Subordinated Notes due 2019 (the "73/4% Notes due 2019")(2)(3)		400,000			422,750		400,000			437,000
8% Senior Subordinated Notes due 2020 (the "8% Notes due 2020")(2)(3)		300,000			313,313		300,000			317,625
83/8% Senior Subordinated Notes due 2021 (the "83/8% Notes")(2)(3)		548,346			586,438		548,389			598,813
Real Estate Mortgages, Capital Leases and Other(5)		220,773			220,773		212,114			212,114
Total Long-term Debt		3,353,588					3,453,676
Less Current Portion		(73,320	)				(63,229	)
Long-term Debt, Net of Current Portion	$	3,280,268				$	3,390,447

(1)

The capital stock or other equity interests of most of our U.S. subsidiaries, and up to 66% of the capital stock or other equity interests of our first-tier foreign subsidiaries, are pledged to secure these debt instruments, together with all intercompany obligations of foreign subsidiaries owed to us or to one of our U.S. subsidiary guarantors. The fair value of this long-term debt approximates the carrying value (as borrowings under these debt instruments are based on current variable market interest rates as of December 31, 2011 and March 31, 2012, respectively).

(2)

The fair values of these debt instruments are based on quoted market prices for these notes on December 31, 2011 and March 31, 2012, respectively.

(3)

Collectively, the "Parent Notes". IMI is the direct obligor on the Parent Notes, which are fully and unconditionally guaranteed, on a senior subordinated basis, by substantially all of its direct and

26

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(5) Debt (Continued)

indirect wholly owned U.S. subsidiaries (the "Guarantors"). These guarantees are joint and several obligations of the Guarantors. Iron Mountain Canada Corporation ("Canada Company") and the remainder of our subsidiaries do not guarantee the Parent Notes.

(4)

Canada Company is the direct obligor on the Subsidiary Notes, which are fully and unconditionally guaranteed, on a senior subordinated basis, by IMI and the Guarantors. These guarantees are joint and several obligations of IMI and the Guarantors.

(5)

We believe the fair value of this debt approximates its carrying value.

        On June 27, 2011, we entered into a credit agreement that consists of (1) revolving credit facilities under which we can borrow, subject to certain limitations as defined in the credit agreement, up to an aggregate amount of $725,000 (including Canadian dollars, British pounds sterling and Euros, among other currencies) (the "Revolving Credit Facility") and (2) a $500,000 term loan facility (the "Term Loan Facility," and collectively with the Revolving Credit Facility, the "Credit Agreement"). We have the right to increase the aggregate amount available to be borrowed under the Credit Agreement up to a maximum of $1,800,000. The Revolving Credit Facility is supported by a group of 19 banks. IMI, Iron Mountain Information Management, Inc. ("IMIM"), Canada Company, IME, Iron Mountain Australia Pty Ltd., Iron Mountain Switzerland Gmbh and any other subsidiary of IMIM designated by IMIM (the "Other Subsidiaries") may, with the consent of the administrative agent, as defined in the Credit Agreement, borrow under certain of the following tranches of the Revolving Credit Facility: (1) tranche one in the amount of $400,000 is available to IMI and IMIM in U.S. dollars, British pounds sterling and Euros, (2) tranche two in the amount of $150,000 is available to IMI or IMIM in either U.S. dollars or Canadian dollars and available to Canada Company in Canadian dollars and (3) tranche three in the amount of $175,000 is available to IMI or IMIM and the Other Subsidiaries in U.S. dollars, Canadian dollars, British pounds sterling, Euros and Australian dollars, among others. The Revolving Credit Facility terminates on June 27, 2016, at which point all revolving credit loans under such facility become due. With respect to the Term Loan Facility, loan payments are required through maturity on June 27, 2016 in equal quarterly installments of the aggregate annual amounts based upon the following percentage of the original principal amount in the table below (except that each of the first three quarterly installments in the fifth year shall be 10% of the original principal amount and the final quarterly installment in the fifth year shall be 35% of the original principal):

Year Ending	Percentage
June 30, 2012		5	%
June 30, 2013		5	%
June 30, 2014		10	%
June 30, 2015		15	%
June 27, 2016		65	%

        The Term Loan Facility may be prepaid without penalty or premium, in whole or in part, at any time. IMI and IMIM guarantee the obligations of each of the subsidiary borrowers. The capital stock or other equity interests of most of the U.S. subsidiaries, and up to 66% of the capital stock or other equity interests of our first-tier foreign subsidiaries, are pledged to secure the Credit Agreement,

27

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(5) Debt (Continued)

together with all intercompany obligations of foreign subsidiaries owed to us or to one of our U.S. subsidiary guarantors. The interest rate on borrowings under the Credit Agreement varies depending on our choice of interest rate and currency options, plus an applicable margin, which varies based on certain financial ratios. Additionally, the Credit Agreement requires the payment of a commitment fee on the unused portion of the Revolving Credit Facility, which fee ranges from between 0.3% to 0.5% based on certain financial ratios. There are also fees associated with any outstanding letters of credit. As of March 31, 2012, we had $190,000 of outstanding borrowings under the Revolving Credit Facility, all of which was denominated in U.S. dollars; we also had various outstanding letters of credit totaling $6,217. The remaining availability on March 31, 2012, based on IMI's leverage ratio, which is calculated based on the last 12 months' earnings before interest, taxes, depreciation and amortization ("EBITDA"), and other adjustments as defined in the Credit Agreement and current external debt, under the Revolving Credit Facility was $528,783. The interest rate in effect under both the Revolving Credit Facility and Term Loan Facility was 2.3% as of March 31, 2012. For the three months ended March 31, 2011 and 2012, we recorded commitment fees and letters of credit fees of $489 and $600, respectively, based on the unused balances under our revolving credit facilities and outstanding letters of credit.

        The Credit Agreement, our indentures and other agreements governing our indebtedness contain certain restrictive financial and operating covenants, including covenants that restrict our ability to complete acquisitions, pay cash dividends, incur indebtedness, make investments, sell assets and take certain other corporate actions. The covenants do not contain a rating trigger. Therefore, a change in our debt rating would not trigger a default under the Credit Agreement, our indentures or other agreements governing our indebtedness. The Credit Agreement, as well as our indentures, use EBITDA-based calculations as primary measures of financial performance, including leverage and fixed charge coverage ratios. IMI's revolving credit and term leverage ratio was 3.4 and 3.5 as of December 31, 2011 and March 31, 2012, respectively, compared to a maximum allowable ratio of 5.5. Similarly, our bond leverage ratio, per the indentures, was 3.9 and 4.5 as of December 31, 2011 and March 31, 2012, respectively, compared to a maximum allowable ratio of 6.5. IMI's revolving credit and term loan fixed charge coverage ratio was 1.5 as of both December 31, 2011 and March 31, 2012 compared to a minimum allowable ratio of 1.2. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors

        The following data summarizes the consolidating results of IMI on the equity method of accounting as of December 31, 2011 and March 31, 2012 and for the three months ended March 31, 2011 and 2012.

        The Parent Notes and the Subsidiary Notes are guaranteed by the subsidiaries referred to below as the "Guarantors." These subsidiaries are wholly owned by the Parent. The guarantees are full and unconditional, as well as joint and several.

28

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Continued)

        Additionally, IMI guarantees the Subsidiary Notes, which were issued by Canada Company. Canada Company does not guarantee the Parent Notes. The other subsidiaries that do not guarantee the Parent Notes or the Subsidiary Notes are referred to below as the "Non-Guarantors."

	December 31, 2011
	Parent		Guarantors		Canada Company		Non- Guarantors		Eliminations			Consolidated
Assets
Current Assets:
Cash and Cash Equivalents	$	3,428	$	10,750	$	68,907	$	96,760	$	—		$	179,845
Restricted Cash		35,110		—		—		—		—			35,110
Accounts Receivable		—		334,658		40,115		168,694		—			543,467
Intercompany Receivable		905,451		—		4,639		—		(910,090	)		—
Assets of Discontinued Operations		—		—		—		7,256		—			7,256
Other Current Assets		2,016		103,899		3,323		40,538		(1,004	)		148,772
Total Current Assets		946,005		449,307		116,984		313,248		(911,094	)		914,450
Property, Plant and Equipment, Net		1,490		1,480,785		200,755		724,053		—			2,407,083
Other Assets, Net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		928,182		1,000		2,961		15,010		(947,153	)		—
Investment in Subsidiaries		1,828,712		1,563,690		—		—		(3,392,402	)		—
Goodwill		—		1,529,359		196,989		527,920		—			2,254,268
Other		27,226		240,557		9,804		187,870		—			465,457
Total Other Assets, Net		2,784,120		3,334,606		209,754		730,800		(4,339,555	)		2,719,725
Total Assets	$	3,731,615	$	5,264,698	$	527,493	$	1,768,101	$	(5,250,649	)	$	6,041,258
Liabilities and Equity
Intercompany Payable	$	—	$	856,808	$	—	$	53,282	$	(910,090	)	$	—
Current Portion of Long-term Debt		658		46,967		2,658		23,037		—			73,320
Liabilities of Discontinued Operations		—		—		—		3,317		—			3,317
Total Other Current Liabilities		100,921		453,648		31,407		187,421		(1,004	)		772,393
Long-term Debt, Net of Current Portion		2,378,040		630,118		185,953		86,157		—			3,280,268
Long-term Notes Payable to Affiliates and Intercompany Payable		1,000		946,153		—		—		(947,153	)		—
Other Long-term Liabilities		5,308		528,897		31,418		92,081					657,704
Commitments and Contingencies (See Note 8)
Total Iron Mountain Incorporated Stockholders' Equity		1,245,688		1,802,107		276,057		1,314,238		(3,392,402	)		1,245,688
Noncontrolling Interests		—		—		—		8,568		—			8,568
Total Equity		1,245,688		1,802,107		276,057		1,322,806		(3,392,402	)		1,254,256
Total Liabilities and Equity	$	3,731,615	$	5,264,698	$	527,493	$	1,768,101	$	(5,250,649	)	$	6,041,258

29

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Continued)

	March 31, 2012
	Parent		Guarantors		Canada Company		Non- Guarantors		Eliminations			Consolidated
Assets
Current Assets:
Cash and Cash Equivalents	$	71	$	8,052	$	68,178	$	101,992	$	—		$	178,293
Restricted Cash		35,112		—		—		—		—			35,112
Accounts Receivable		—		341,827		42,752		173,778		—			558,357
Intercompany Receivable		862,748		—		7,983		—		(870,731	)		—
Assets of Discontinued Operations		—		—		—		7,294		—			7,294
Other Current Assets		48		107,763		5,354		40,805		(1,027	)		152,943
Total Current Assets		897,979		457,642		124,267		323,869		(871,758	)		931,999
Property, Plant and Equipment, Net		1,450		1,458,216		205,166		737,826		—			2,402,658
Other Assets, Net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		982,167		1,000		5,494		—		(988,661	)		—
Investment in Subsidiaries		1,863,354		1,595,137		—		—		(3,458,491	)		—
Goodwill		—		1,534,176		201,558		546,887		—			2,282,621
Other		26,084		250,484		9,766		183,010		—			469,344
Total Other Assets, Net		2,871,605		3,380,797		216,818		729,897		(4,447,152	)		2,751,965
Total Assets	$	3,771,034	$	5,296,655	$	546,251	$	1,791,592	$	(5,318,910	)	$	6,086,622
Liabilities and Equity
Intercompany Payable	$	—	$	808,307	$	—	$	62,424	$	(870,731	)	$	—
Current Portion of Long-term Debt		670		43,408		2,747		16,404		—			63,229
Liabilities of Discontinued Operations		—		—		—		7,859		—			7,859
Total Other Current Liabilities		107,840		403,010		28,491		168,738		(1,027	)		707,052
Long-term Debt, Net of Current Portion		2,395,066		716,601		190,186		88,594		—			3,390,447
Long-term Notes Payable to Affiliates and Intercompany Payable		1,000		983,987		—		3,674		(988,661	)		—
Other Long-term Liabilities		6,842		507,788		34,474		100,128		—			649,232
Commitments and Contingencies (See Note 8)
Total Iron Mountain Incorporated Stockholders' Equity		1,259,616		1,833,554		290,353		1,334,584		(3,458,491	)		1,259,616
Noncontrolling Interests		—		—		—		9,187		—			9,187
Total Equity		1,259,616		1,833,554		290,353		1,343,771		(3,458,491	)		1,268,803
Total Liabilities and Equity	$	3,771,034	$	5,296,655	$	546,251	$	1,791,592	$	(5,318,910	)	$	6,086,622

30

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Continued)

	Three Months Ended March 31, 2011
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage	$	—		$	282,713		$	30,115		$	102,877		$	—		$	415,705
Service		—			208,912			28,934			92,458			—			330,304
Total Revenues		—			491,625			59,049			195,335			—			746,009
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			198,125			23,732			94,098			—			315,955
Selling, General and Administrative		134			142,556			10,161			59,904			—			212,755
Depreciation and Amortization		40			49,151			5,105			25,867			—			80,163
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		—			(461	)		(10	)		7			—			(464	)
Total Operating Expenses		174			389,371			38,988			179,876			—			608,409
Operating (Loss) Income		(174	)		102,254			20,061			15,459			—			137,600
Interest Expense (Income), Net		43,186			(20,095	)		10,167			15,360			—			48,618
Other Expense (Income), Net		30,828			(643	)		(47	)		(39,096	)		—			(8,958	)
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(74,188	)		122,992			9,941			39,195			—			97,940
Provision (Benefit) for Income Taxes		—			6,911			7,572			2,281			—			16,764
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(147,648	)		(32,684	)(1)		—			—			180,332	(1)		—
Income (Loss) from Continuing Operations		73,460			148,765	(1)		2,369			36,914			(180,332	)(1)		81,176
(Loss) Income from Discontinued Operations, Net of Tax		—			(2,470	)		—			(4,087	)		—			(6,557	)
Net Income (Loss)		73,460			146,295	(1)		2,369			32,827			(180,332	)(1)		74,619
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—			1,159			—			1,159
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	73,460		$	146,295		$	2,369		$	31,668		$	(180,332	)	$	73,460
Net Income (Loss)	$	73,460		$	146,295		$	2,369		$	32,827		$	(180,332	)	$	74,619
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		(3,938	)		(2,435	)		5,909			22,942			—			22,478
Total Other Comprehensive Income (Loss)		(3,938	)		(2,435	)		5,909			22,942			—			22,478
Comprehensive Income (Loss)		69,522			143,860			8,278			55,769			(180,332	)		97,097
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—			1,119			—			1,119
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	69,522		$	143,860		$	8,278		$	54,650		$	(180,332	)	$	95,978

(1)

In the preparation of our current filing, we identified and corrected an error in the previously reported amount of the Guarantors' equity in the (earnings) losses of subsidiaries, net of tax for the three months ended March 31, 2011. Previously reported Guarantors' equity in the (earnings) losses of subsidiaries, net of tax, Guarantors' income

31

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Continued)

from continuing operations and Guarantors' net income were $17,231, $98,850 and $96,380, respectively, and the correction results in an increase in the equity in earnings, income from continuing operations and net income of the Guarantors of $49,915 with an offsetting increase for those line items in the eliminations column. Accordingly, there was no impact on the Parent, Canada Company, Non-Guarantors or consolidated results previously reported. Additionally, there was no change in the operating income or income from continuing operations before income taxes of the Guarantors. Our previously reported amount of the Guarantors' equity in the (earnings) losses of subsidiaries, net of tax for the six months ended June 30, 2011 was appropriately reported, however, the three months ended June 30, 2011 was impacted by the same amount but in the opposite direction. We will correct the three months ended June 30, 2011 figures in our 2012 second quarter filing which will result in a decrease in the equity in earnings, income from continuing operations and net income of the Guarantors' of $49,915. Our three months ended June 30, 2011 Guarantors' equity in the (earnings) losses of subsidiaries, net of tax, income from continuing operations and net income will be changed and disclosed in our second quarter 2012 filing to $(10,601), $114,285 and $297,236, respectively, with an offsetting decrease for those line items in the eliminations column.

32

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Continued)

	Three Months Ended March 31, 2012
	Parent			Guarantors			Canada Company		Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage	$	—		$	287,587		$	30,475	$	107,279		$	—		$	425,341
Service		—			200,361			29,401		91,395			—			321,157
Total Revenues		—			487,948			59,876		198,674			—			746,498
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			193,215			25,041		97,042			—			315,298
Selling, General and Administrative		18			147,862			9,185		53,595			—			210,660
Depreciation and Amortization		75			48,086			4,563		25,284			—			78,008
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		—			(155	)		42		832			—			719
Total Operating Expenses		93			389,008			38,831		176,753			—			604,685
Operating (Loss) Income		(93	)		98,940			21,045		21,921			—			141,813
Interest Expense (Income), Net		47,091			(4,234	)		11,466		4,461			—			58,784
Other Expense (Income), Net		19,585			(1,260	)		—		(21,629	)		—			(3,304	)
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(66,769	)		104,434			9,579		39,089			—			86,333
Provision (Benefit) for Income Taxes		—			17,084			4,523		3,653			—			25,260
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(122,119	)		(33,131	)		—		—			155,250			—
Income (Loss) from Continuing Operations		55,350			120,481			5,056		35,436			(155,250	)		61,073
Income (Loss) from Discontinued Operations, Net of Tax		—			464			—		(5,557	)		—			(5,093	)
Net Income (Loss)		55,350			120,945			5,056		29,879			(155,250	)		55,980
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—		630			—			630
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	55,350		$	120,945		$	5,056	$	29,249		$	(155,250	)	$	55,350
Net Income (Loss)	$	55,350		$	120,945		$	5,056	$	29,879		$	(155,250	)	$	55,980
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		(2,343	)		1,057			6,474		22,759			—			27,947
Total Other Comprehensive Income (Loss)		(2,343	)		1,057			6,474		22,759			—			27,947
Comprehensive Income (Loss)		53,007			122,002			11,530		52,638			(155,250	)		83,927
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—		1,088			—			1,088
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	53,007		$	122,002		$	11,530	$	51,550		$	(155,250	)	$	82,839

33

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Continued)

	Three Months Ended March 31, 2011
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Cash Flows from Operating Activities:
Cash Flows from Operating Activities-Continuing Operations	$	(53,891	)	$	142,876		$	5,183		$	16,250		$	—		$	110,418
Cash Flows from Operating Activities-Discontinued Operations		—			8,146			—			773			—			8,919
Cash Flows from Operating Activities		(53,891	)		151,022			5,183			17,023			—			119,337
Cash Flows from Investing Activities:
Capital expenditures		—			(32,028	)		(2,262	)		(17,918	)		—			(52,208	)
Cash paid for acquisitions, net of cash acquired		—			(4,971	)		(58	)		(29,676	)		—			(34,705	)
Intercompany loans to subsidiaries		132,655			(24,524	)		—			—			(108,131	)		—
Investment in subsidiaries		(1,000	)		(1,000	)		—			—			2,000			—
Investment in restricted cash		(2	)		—			—			—			—			(2	)
Additions to customer relationship and acquisition costs		—			(2,095	)		(121	)		(677	)		—			(2,893	)
Investment in joint ventures		—			—			—			(50	)		—			(50	)
Proceeds from sales of property and equipment and other, net		—			119			10			37			—			166
Cash Flows from Investing Activities-Continuing Operations		131,653			(64,499	)		(2,431	)		(48,284	)		(106,131	)		(89,692	)
Cash Flows from Investing Activities-Discontinued Operations		—			(9,115	)		—			(184	)		—			(9,299	)
Cash Flows from Investing Activities		131,653			(73,614	)		(2,431	)		(48,468	)		(106,131	)		(98,991	)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt		(361,015	)		(10,435	)		(735	)		(56,363	)		—			(428,548	)
Proceeds from revolving credit and term loan facilities and other debt		540,000			—			—			67,418			—			607,418
Early retirement of senior subordinated notes		(231,255	)		—			—			—			—			(231,255	)
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net		—			—			—			131			—			131
Intercompany loans from parent		—			(135,177	)		(2,067	)		29,113			108,131			—
Equity contribution from parent		—			1,000			—			1,000			(2,000	)		—
Stock repurchases		(10,970	)		—			—			—			—			(10,970	)
Parent cash dividends		(37,514	)		—			—			—			—			(37,514	)
Proceeds from exercise of stock options and employee stock purchase plan		9,164			—			—			—			—			9,164
Excess tax benefits from stock-based compensation		1,017			—			—			—			—			1,017
Cash Flows from Financing Activities-Continuing Operations		(90,573	)		(144,612	)		(2,802	)		41,299			106,131			(90,557	)
Cash Flows from Financing Activities-Discontinued Operations		—			—			—			46			—			46
Cash Flows from Financing Activities		(90,573	)		(144,612	)		(2,802	)		41,345			106,131			(90,511	)
Effect of exchange rates on cash and cash equivalents		—			—			1,132			157			—			1,289
(Decrease) Increase in cash and cash equivalents		(12,811	)		(67,204	)		1,082			10,057			—			(68,876	)
Cash and cash equivalents, beginning of period		13,909			121,584			37,652			85,548			—			258,693
Cash and cash equivalents, end of period	$	1,098		$	54,380		$	38,734		$	95,605		$	—		$	189,817

34

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Continued)

	Three Months Ended March 31, 2012
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Cash Flows from Operating Activities:
Cash Flows from Operating Activities—Continuing Operations	$	(40,455	)	$	100,211		$	4,108		$	15,195		$	—		$	79,059
Cash Flows from Operating Activities—Discontinued Operations		—			(2,415	)		—			(1,760	)		—			(4,175	)
Cash Flows from Operating Activities		(40,455	)		97,796			4,108			13,435			—			74,884
Cash Flows from Investing Activities:
Capital expenditures		—			(31,371	)		(2,828	)		(21,717	)		—			(55,916	)
Cash paid for acquisitions, net of cash acquired		—			(8,818	)		—			—			—			(8,818	)
Intercompany loans to subsidiaries		116,821			(19,330	)		—			—			(97,491	)		—
Investment in restricted cash		(2	)		—			—			—			—			(2	)
Additions to customer relationship and acquisition costs		—			(2,523	)		(62	)		(423	)		—			(3,008	)
Proceeds from sales of property and equipment and other, net		—			1,885			5			(37	)		—			1,853
Cash Flows from Investing Activities—Continuing Operations		116,819			(60,157	)		(2,885	)		(22,177	)		(97,491	)		(65,891	)
Cash Flows from Investing Activities—Discontinued Operations		—			(25	)		—			(1,116	)		—			(1,141	)
Cash Flows from Investing Activities		116,819			(60,182	)		(2,885	)		(23,293	)		(97,491	)		(67,032	)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt		—			(623,221	)		(715	)		(11,603	)		—			(635,539	)
Proceeds from revolving credit and term loan facilities and other debt		—			700,000			—			1,105			—			701,105
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net		—			—			—			191			—			191
Intercompany loans from parent		—			(116,998	)		(2,860	)		22,367			97,491			—
Stock repurchases		(38,052	)		—			—			—			—			(38,052	)
Parent cash dividends		(43,180	)		—			—			—			—			(43,180	)
Proceeds from exercise of stock options and employee stock purchase plan		1,321			—			—			—			—			1,321
Excess tax benefits from stock-based compensation		190			—			—			—			—			190
Payment of debt financing costs		—			(93	)		—			—			—			(93	)
Cash Flows from Financing Activities—Continuing Operations		(79,721	)		(40,312	)		(3,575	)		12,060			97,491			(14,057	)
Cash Flows from Financing Activities—Discontinued Operations		—			—			—			(39	)		—			(39	)
Cash Flows from Financing Activities		(79,721	)		(40,312	)		(3,575	)		12,021			97,491			(14,096	)
Effect of exchange rates on cash and cash equivalents		—			—			1,623			3,069			—			4,692
Increase (Decrease) in cash and cash equivalents		(3,357	)		(2,698	)		(729	)		5,232			—			(1,552	)
Cash and cash equivalents, beginning of period		3,428			10,750			68,907			96,760			—			179,845
Cash and cash equivalents, end of period	$	71		$	8,052		$	68,178		$	101,992		$	—		$	178,293

35

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(7) Segment Information

        Our operating segments and Corporate are described as follows:

•

North American Business—information management services throughout the United States and Canada, including the storage of paper documents, as well as other media such as microfilm and microfiche, master audio and videotapes, film, X-rays and blueprints, including healthcare information services, vital records services, service and courier operations, and the collection, handling and disposal of sensitive documents for corporate customers ("Hard Copy"); the storage and rotation of backup computer media as part of corporate disaster recovery plans, including service and courier operations ("Data Protection"); information destruction services ("Destruction"); the scanning, imaging and document conversion services of active and inactive records ("Hybrid Services"); the storage, assembly, and detailed reporting of customer marketing literature and delivery to sales offices, trade shows and prospective customers' sites based on current and prospective customer orders ("Fulfillment"); and technology escrow services that protect and manage source code.

•

International Business—information management services throughout Europe, Latin America and Asia Pacific, including Hard Copy, Data Protection, Destruction and Hybrid Services. Our European operations provide Hard Copy, Data Protection and Hybrid Services throughout Europe and Destruction services are primarily provided in the United Kingdom and Ireland. Our Latin America operations provide Hard Copy, Data Protection, Destruction and Hybrid Services throughout Argentina, Brazil, Chile, Mexico and Peru. Our Asia Pacific operations provide Hard Copy, Data Protection, Destruction and Hybrid Services throughout Australia, with Hard Copy and Data Protection services also provided in certain cities in India, Singapore, Hong Kong-SAR and China.

•

Corporate—consists of costs related to executive and staff functions, including finance, human resources and information technology, which benefit the enterprise as a whole. These costs are primarily related to the general management of these functions on a corporate level and the design and development of programs, policies and procedures that are then implemented in the individual segments, with each segment bearing its own cost of implementation. Corporate also includes stock-based employee compensation expense associated with all Employee Stock-Based Awards.

36

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(7) Segment Information (Continued)

        An analysis of our business segment information and reconciliation to the consolidated financial statements is as follows:

	North American Business		International Business		Corporate			Total Consolidated
Three Months Ended March 31, 2011
Total Revenues	$	555,298	$	190,711	$	—		$	746,009
Depreciation and Amortization		45,416		25,421		9,326			80,163
Depreciation		42,453		21,599		9,286			73,338
Amortization		2,963		3,822		40			6,825
Adjusted OIBDA		227,975		38,878		(49,554	)		217,299
Total Assets(1)		4,310,523		1,792,908		384,173			6,487,604
Expenditures for Segment Assets		36,050		47,724		6,032			89,806
Capital Expenditures		28,785		17,391		6,032			52,208
Cash Paid for Acquisitions, Net of Cash acquired		5,029		29,676		—			34,705
Additions to Customer Relationship and Acquisition Costs		2,236		657		—			2,893
Three Months Ended March 31, 2012
Total Revenues		552,311		194,187		—			746,498
Depreciation and Amortization		44,514		25,407		8,087			78,008
Depreciation		41,396		20,701		8,052			70,149
Amortization		3,118		4,706		35			7,859
Adjusted OIBDA		226,349		43,559		(49,368	)		220,540
Total Assets(1)		4,228,281		1,666,245		192,096			6,086,622
Expenditures for Segment Assets		39,336		20,294		8,112			67,742
Capital Expenditures		27,933		19,871		8,112			55,916
Cash Paid for Acquisitions, Net of Cash acquired		8,818		—		—			8,818
Additions to Customer Relationship and Acquisition Costs		2,585		423		—			3,008

(1)

Excludes all intercompany receivables or payables and investment in subsidiary balances.

        The accounting policies of the reportable segments are the same as those described in Note 2. Adjusted OIBDA for each segment is defined as operating income before depreciation, amortization, intangible impairments and (gain) loss on disposal/write-down of property, plant and equipment, net directly attributable to the segment. Internally, we use Adjusted OIBDA as the basis for evaluating the performance of, and allocating resources to, our operating segments.

37

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(7) Segment Information (Continued)

        A reconciliation of Adjusted OIBDA to income from continuing operations before provision (benefit) for income taxes on a consolidated basis is as follows:

	Three Months Ended March 31,
	2011			2012
Adjusted OIBDA	$	217,299		$	220,540
Less: Depreciation and Amortization		80,163			78,008
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		(464	)		719
Interest Expense, Net		48,618			58,784
Other (Income) Expense, Net		(8,958	)		(3,304	)
Income from Continuing Operations before Provision (Benefit) for Income Taxes	$	97,940		$	86,333

(8) Commitments and Contingencies

a.

Litigation

        We are involved in litigation from time to time in the ordinary course of business. A portion of the defense and/or settlement costs associated with such litigation is covered by various commercial liability insurance policies purchased by us and, in limited cases, indemnification from third parties. Our policy is to establish reserves for loss contingencies when the losses are both probable and reasonably estimable. We record legal costs associated with loss contingencies as expenses in the period in which they are incurred. The matters described below represent our significant loss contingencies. We have evaluated each matter and, if both probable and estimable, accrued an amount that represents our estimate of any probable loss associated with such matter. In addition, we have estimated a reasonably possible range for all loss contingencies including those described below. We believe it is reasonably possible that we could incur aggregate losses in addition to amounts currently accrued for all matters up to an additional $52,000 over the next several years.

b.

Patent Infringement Lawsuit

        In August 2010, we were named as a defendant in a patent infringement suit filed in the U.S. District Court for the Eastern District of Texas by Oasis Research, LLC. The plaintiff alleges that the technology found in our Connected and LiveVault products infringed certain U.S. patents owned by the plaintiff and seeks an unspecified amount of damages. The trial is scheduled to begin on March 4, 2013. As part of the sale of our Digital Business, discussed at Note 10, our Connected and LiveVault products were sold to Autonomy, and Autonomy has assumed this obligation and the defense of this litigation and has agreed to indemnify us against any losses.

38

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(8) Commitments and Contingencies (Continued)

c.

Government Contract Billing Matter

        Since October 2001, we have provided services to the U.S. Government under several General Services Administration ("GSA") multiple award schedule contracts (the "Schedules"). The earliest of the Schedules was renewed in October 2006 with certain modifications to its terms. The Schedules contain a price reductions clause ("Price Reductions Clause") that requires us to offer to reduce the prices billed to the Government under the Schedules to correspond to the prices billed to certain benchmark commercial customers. Over the five years and six months ended March 31, 2012 we billed approximately $45,000 under the Schedules. In 2011, we initiated an internal review covering the contract period commencing in October 2006, and we discovered potential non-compliance with the Price Reductions Clause. We voluntarily disclosed the potential non-compliance to the GSA and its Office of Inspector General ("OIG") in June 2011.

        We continue to review this matter and will provide the GSA and OIG with information regarding our pricing practices and the proposed pricing adjustment amount to be refunded. The GSA and OIG, however, may not agree with our determination of the refund amount and may request additional pricing adjustments, refunds, civil penalties, up to treble damages and/or interest related to our Schedules.

        In April 2012, the U.S. Government sent us a subpoena seeking information that substantially overlaps with the subjects that are covered by the voluntary disclosure process that we initiated with the GSA and OIG in June 2011, except that the subpoena seeks information dating back to 2000. Despite the substantial overlap, we understand that the subpoena relates to a separate inquiry, under the civil False Claims Act, that has been initiated independent of the GSA and OIG voluntary disclosure matter. We cannot determine at this time whether this separate inquiry will result in liability in addition to the amount that may be paid in connection with the voluntary disclosure to the OIG and GSA described above.

        Given the above, it is reasonably possible that an adjustment to our estimates may be required in the future as a result of updated facts and circumstances. To the extent that an adjustment to our estimates is necessary in a future period, we will assess, at that time, whether the adjustment is a result of a change in estimate or the correction of an error. A change in estimate would be reflected as an adjustment through the then-current period statement of operations. A correction of an error would require a quantitative and qualitative analysis to determine the approach to correcting the error. A correction of an error could be reflected in the then-current period statement of operations or as a restatement of prior period financial information, depending upon the underlying facts and circumstances and our quantitative and qualitative analysis.

d.

State of Massachusetts Notices of Intention to Assess

        We are currently under audit by the state of Massachusetts for the 2004 through 2008 tax years. We have not received any final assessments to date. However, we have received notices of intention to assess for the 2004 to 2006 tax years in the amount of $7,867, including tax and penalties (but excluding interest). Currently this audit is on appeal with the Massachusetts Department of Revenue. The final outcome of this audit may result in an assessment of income tax, which is a component of the income

39

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(8) Commitments and Contingencies (Continued)

tax provision, or an assessment of net worth tax, which is an operating charge. We intend to defend this matter vigorously.

e.

Italy Fire

        We experienced a fire at a facility we lease in Aprilla, Italy on November 4, 2011. The cause of the fire is currently being investigated. The facility primarily stored archival and inactive business records for local area businesses.

        The leased facility, constructed in 2004, is one of approximately 1,000 facilities in our global portfolio and one of 10 facilities located in Italy. Despite quick response by local fire authorities, damage to the building was extensive, and the building was a total loss. We believe we carry adequate insurance and are in the process of assessing the impact of the fire but do not expect that this event will have a material impact to our consolidated financial condition, results of operations and cash flows.

        Our policy related to business interruption insurance recoveries is to record gains within other (income) expense, net in our consolidated statement of operations and proceeds received within cash flows from operating activities in our consolidated statement of cash flows. Such amounts are recorded in the period the cash is received. Our policy with respect to involuntary conversion of property, plant and equipment is to record any gain or loss within (gain) loss on disposal/write-down of property, plant and equipment, net within operating income in our consolidated statement of operations and proceeds received within cash flows from investing activities within our consolidated statement of cash flows. Losses are recorded when incurred and gains are recorded in the period when the cash received exceeds the carrying value of the related property, plant and equipment.

(9) Stockholders' Equity Matters

        Our board of directors has authorized up to $1,200,000 in repurchases of our common stock. All repurchases are subject to stock price, market conditions, corporate and legal requirements and other factors. As of March 31, 2012, we had a remaining amount available for repurchase under our share repurchase program of $66,035, which represents approximately 1% in the aggregate of our outstanding common stock based on the closing stock price on such date.

        In February 2010, our board of directors adopted a dividend policy under which we intend to pay quarterly cash dividends on our common stock. Declaration and payment of future quarterly dividends is at the discretion of our board of directors. In fiscal year 2011 and in the first quarter of 2012, our board of directors declared the following dividends:

Declaration Date	Dividend Per Share		Record Date	Total Amount		Payment Date
March 11, 2011	$	0.1875	March 25, 2011	$	37,601	April 15, 2011
June 10, 2011		0.2500	June 24, 2011		50,694	July 15, 2011
September 8, 2011		0.2500	September 23, 2011		46,877	October 14, 2011
December 1, 2011		0.2500	December 23, 2011		43,180	January 13, 2012
March 8, 2012		0.2500	March 23, 2012		42,791	April 13, 2012

40

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(10) Discontinued Operations

Digital Operations

        On June 2, 2011, IMI completed the sale of the Digital Business to Autonomy pursuant to the Digital Sale Agreement. In the Digital Sale, Autonomy purchased (1) the shares of certain of IMI's subsidiaries through which IMI conducted the Digital Business and (2) certain assets of IMI and its subsidiaries relating to our Digital Business. The Digital Sale qualified as discontinued operations because (1) the remaining direct gross cash inflows and outflows of the Digital Business by IMI post-close are not expected to be significant in relation to the direct gross cash inflows and outflows absent the Digital Sale and (2) there is no significant continuing involvement because IMI does not retain the ability to influence the operating and financial policies of the Digital Business. As a result, the financial position, operating results and cash flows of the Digital Business, for all periods presented, including the gain on the sale, have been reported as discontinued operations for financial reporting purposes.

        Pursuant to the Digital Sale Agreement, IMI received approximately $395,400 in cash, consisting of the initial purchase price of $380,000 and a preliminary working capital adjustment of approximately $15,400, which remains subject to a customary post-closing adjustment based on the amount of working capital at closing. The purchase price for the Digital Sale will be increased on a dollar-for-dollar basis if the working capital balance at the time of closing exceeds the target amount of working capital as set forth in the Digital Sale Agreement and decreased on a dollar-for-dollar basis if such closing working capital balance is less than the target amount. We and Autonomy are in disagreement regarding the working capital adjustment in the Digital Sale Agreement. As a result, as contemplated by the Digital Sale Agreement, the matter has been referred to an independent third party accounting firm for determination of the appropriate adjustment amount. Any change in the estimated amount of working capital adjustment will be recorded within gain (loss) on the sale of discontinued operations, net of tax within our consolidated statement of operations. Transaction costs relating to the Digital Sale amounted to $7,387 ($449 of such costs were unpaid as of March 31, 2012). Additionally, $11,075 of inducements are payable to Autonomy and have been netted against the proceeds in calculating the gain on the Digital Sale ($6,000 of such amount was unpaid as of March 31, 2012).

        The table below summarizes certain results of operations of the Digital Business for the three months ended March 31, 2011 and 2012:

	Three Months Ended March 31,
	2011			2012
Total Revenues	$	46,678		$	—
(Loss) Income Before (Benefit) Provision for Income Taxes of Discontinued Operations	$	(3,586	)	$	755
(Benefit) Provision for Income Taxes		(1,116	)		291
(Loss) Income from Discontinued Operations, Net of Tax	$	(2,470	)	$	464

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IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(10) Discontinued Operations (Continued)

        There have been no allocations of corporate general and administrative expenses to discontinued operations. In accordance with our policy, we have allocated corporate interest associated with all debt that is not specifically allocated to a particular component based on the proportion of the assets of the Digital Business to our total consolidated assets at the applicable weighted average interest rate associated with such debt for such reporting period. Interest allocated to the Digital Business and included in loss from discontinued operations amounted to $1,418 for three months ended March 31, 2011.

        The revenues and corresponding expenses associated with the above agreements are reflected in our continuing operating results. None of these services gives us the ability to influence the operating and financial policies of the Digital Business. We have concluded that the direct cash flows associated with these agreements are not significant because they are estimated to represent less than 5% of both direct cash inflows and outflows of the Digital Business for the one-year period subsequent to the Digital Sale, and, therefore, we have reported the Digital Business as discontinued operations in the accompanying consolidated financial statements for all periods presented. We will continue to assess the cash flows associated with these agreements and our conclusion that the Digital Business be reported as discontinued operations through one year after the Digital Sale.

New Zealand Business

        We completed the sale of the New Zealand Business on October 3, 2011 for a purchase price of approximately $10,000. For all periods presented, the financial position, operating results and cash flows of the New Zealand Business, including the gain on the sale, have been reported as discontinued operations for financial reporting purposes.

        The table below summarizes certain results of operations of the New Zealand Business for the three months ended March 31, 2011:

	Three Months Ended March 31, 2011
Total Revenues	$	1,983
Loss Before Benefit for Income Taxes of Discontinued Operations	$	(72	)
Benefit for Income Taxes		—
Loss from Discontinued Operations, Net of Tax	$	(72	)

Italian Business

        We committed in December 2011 to a plan to sell the Italian Business and beginning in the fourth quarter of 2011, the Italian Business has been classified as held for sale and, for all periods presented, the financial position, operating results and cash flows of the Italian Business have been reported as discontinued operations for financial reporting purposes. We sold the Italian Business on April 27, 2012.

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IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(10) Discontinued Operations (Continued)

        The table below summarizes certain results of operations of the Italian Business for the three months ended March 31, 2011 and 2012:

	Three Months Ended March 31,
	2011			2012
Total Revenues	$	4,283		$	2,138
Loss Before Benefit for Income Taxes of Discontinued Operations	$	(4,094	)	$	(6,124	)
Benefit for Income Taxes		(79	)		(567	)
Loss from Discontinued Operations, Net of Tax	$	(4,015	)	$	(5,557	)

        The carrying amounts of the major classes of assets and liabilities of the Italian Business were as follows:

	December 31, 2011		March 31, 2012
Accounts receivable, net	$	4,676	$	4,731
Prepaid expenses and other		602		611
Current assets of discontinued operations		5,278		5,342
Other assets, net		1,978		1,952
Non-current assets of discontinued operations		1,978		1,952
Assets of discontinued operations	$	7,256	$	7,294
Current portion of long-term debt	$	118	$	102
Accounts payable		563		2,216
Accrued expenses		2,552		5,372
Deferred revenue		41		144
Current liabilities of discontinued operations		3,274		7,834
Other long-term liabilities		43		25
Non-current liabilities of discontinued operations		43		25
Liabilities of discontinued operations	$	3,317	$	7,859

(11) Subsequent Events

        In April 2012, we acquired the stock of Grupo Store, a records management and data protection business in Brazil with locations in Sao Paulo, Rio de Janeiro, Porto Alegre and Recife, for a purchase price of approximately $80,000 ($77,000, net of cash acquired) in order to enhance our existing operations in the information management business in Brazil. Included in the purchase price is approximately $11,000 to be held in escrow. The amounts held in escrow include (1) approximately

43

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(11) Subsequent Events (Continued)

$3,000, which represents the amount of cash and cash equivalents the former owners of the business (the "Sellers") have represented to us that we acquired as part of the acquisition, which is payable to the Sellers upon the earlier of (a) 15 days subsequent to the confirmation of the cash amount by IMI or (b) 45 days subsequent to the closing date and (2) approximately $8,000, which represents amounts to secure a working capital adjustment and the indemnification obligations of the Sellers. The amounts held in escrow for purposes of the working capital adjustment will be distributed either to IMI or the Sellers based on the final agreed upon working capital amount. Unless paid to us in accordance with the terms of the agreement, all amounts remaining in escrow after payments described in either (1) and (2) above will be released to the Sellers in four annual installments, commencing on the two-year anniversary of the closing date.

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IRON MOUNTAIN INCORPORATED

Item 2.    Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations for the three months ended March 31, 2012 should be read in conjunction with our Consolidated Financial Statements and Notes thereto for the three months ended March 31, 2012, included herein, and for the year ended December 31, 2011, included in our Annual Report on Form 10-K filed on February 28, 2012.

FORWARD-LOOKING STATEMENTS

        We have made statements in this Quarterly Report on Form 10-Q that constitute "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements concern our operations, economic performance, financial condition, goals, beliefs, future growth strategies, investment objectives, plans and current expectations, such as our (1) commitment to future stock repurchases and dividend payments, (2) expected target leverage ratio, and (3) expected internal revenue growth rate and capital expenditures for 2012. These forward-looking statements are subject to various known and unknown risks, uncertainties and other factors. When we use words such as "believes," "expects," "anticipates," "estimates" or similar expressions, we are making forward-looking statements. Although we believe that our forward-looking statements are based on reasonable assumptions, our expected results may not be achieved, and actual results may differ materially from our expectations. Important factors that could cause actual results to differ from expectations include, among others: (1) the cost to comply with current and future laws, regulations and customer demands relating to privacy issues; (2) the impact of litigation or disputes that may arise in connection with incidents in which we fail to protect our customers' information; (3) changes in the price for our services relative to the cost of providing such services; (4) changes in customer preferences and demand for our services; (5) the adoption of alternative technologies and shifts by our customers to storage of data through non-paper based technologies; (6) the cost or potential liabilities associated with real estate necessary for our business; (7) the performance of business partners upon whom we depend for technical assistance or management expertise outside the U.S.; (8) changes in the political and economic environments in the countries in which our international subsidiaries operate; (9) claims that our technology violates the intellectual property rights of a third party; (10) the impact of legal restrictions or limitations under stock repurchase plans on price, volume or timing of stock repurchases; (11) the impact of alternative, more attractive investments on dividends or stock repurchases; (12) our ability or inability to complete acquisitions on satisfactory terms and to integrate acquired companies efficiently; and (13) other trends in competitive or economic conditions affecting our financial condition or results of operations not presently contemplated. You should not rely upon forward-looking statements except as statements of our present intentions and of our present expectations, which may or may not occur. Other risks may adversely impact us, as described more fully under "Item 1A. Risk Factors" in our Annual Report on Form 10-K filed on February 28, 2012. You should read these cautionary statements as being applicable to all forward-looking statements wherever they appear. Except as required by law, we undertake no obligation to release publicly the result of any revision to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Readers are also urged to carefully review and consider the various disclosures we have made in this document, as well as our other periodic reports filed with the Securities and Exchange Commission ("SEC").

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Non-GAAP Measures

Adjusted Operating Income Before Depreciation, Amortization and Intangible Impairments ("Adjusted OIBDA")

        Adjusted OIBDA is defined as operating income before depreciation, amortization, intangible impairments and (gain) loss on disposal/write-down of property, plant and equipment, net. Adjusted OIBDA Margin is calculated by dividing Adjusted OIBDA by total revenues. We use multiples of current or projected Adjusted OIBDA in conjunction with our discounted cash flow models to determine our overall enterprise valuation and to evaluate acquisition targets. We believe Adjusted OIBDA and Adjusted OIBDA Margin provide current and potential investors with relevant and useful information regarding our ability to generate cash flow to support business investment. These measures are an integral part of the internal reporting system we use to assess and evaluate the operating performance of our business. Adjusted OIBDA does not include certain items that we believe are not indicative of our core operating results, specifically: (1) (gain) loss on disposal/write-down of property, plant and equipment, net; (2) intangible impairments; (3) other expense (income), net; (4) cumulative effect of change in accounting principle; (5) income (loss) from discontinued operations; (6) gain (loss) on sale of discontinued operations; and (7) net income (loss) attributable to noncontrolling interests.

        Adjusted OIBDA also does not include interest expense, net and the provision (benefit) for income taxes. These expenses are associated with our capitalization and tax structures, which we do not consider when evaluating the operating profitability of our core operations. Finally, Adjusted OIBDA does not include depreciation and amortization expenses in order to eliminate the impact of capital investments, which we evaluate by comparing capital expenditures to incremental revenue generated and as a percentage of total revenues. Adjusted OIBDA and Adjusted OIBDA Margin should be considered in addition to, but not as a substitute for, other measures of financial performance reported in accordance with accounting principles generally accepted in the United States of America ("GAAP"), such as operating or net income (loss) or cash flows from operating activities from continuing operations (as determined in accordance with GAAP).

Reconciliation of Adjusted OIBDA to Operating Income, Income from Continuing Operations and Net Income (in thousands):

	Three Months Ended March 31,
	2011			2012
Adjusted OIBDA	$	217,299		$	220,540
Less: Depreciation and Amortization		80,163			78,008
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, net		(464	)		719
Operating Income		137,600			141,813
Less: Interest Expense, Net		48,618			58,784
Other Income, Net		(8,958	)		(3,304	)
Provision for Income Taxes		16,764			25,260
Income from Continuing Operations		81,176			61,073
Loss from Discontinued Operations, Net of Tax		(6,557	)		(5,093	)
Net Income Attributable to Noncontrolling Interests		1,159			630
Net Income Attributable to Iron Mountain Incorporated	$	73,460		$	55,350

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Free Cash Flows before Acquisitions and Discretionary Investment ("FCF")

        FCF is defined as Cash Flows from Operating Activities—Continuing Operations less capital expenditures (excluding real estate), net of proceeds from the sales of property and equipment and other, net and additions to customer relationship and acquisition costs. Our management uses this measure when evaluating the operating performance of our consolidated business. We believe this measure provides relevant and useful information to our current and potential investors. FCF is a useful measure in determining our ability to generate excess cash that may be used for reinvestment in the business, discretionary deployment in investments such as real estate or acquisition opportunities, returning of capital to our stockholders and voluntary prepayments of indebtedness.

Reconciliation of FCF to Cash Flows from Operating Activities—Continuing Operations (in thousands):

	Three Months Ended March 31,
	2011			2012
Free Cash Flows before Acquisitions and Discretionary Investments	$	58,378		$	23,240
Add: Capital Expenditures (excluding real estate), net		49,147			52,811
Additions to Customer Relationship and Acquisitions Costs		2,893			3,008
Cash Flows From Operating Activities—Continuing Operations	$	110,418		$	79,059
Cash Flows From Investing Activities—Continuing Operations	$	(89,692	)	$	(65,891	)
Cash Flows From Financing Activities—Continuing Operations	$	(90,557	)	$	(14,057	)

Adjusted Earnings per Share from Continuing Operations ("Adjusted EPS")

        Adjusted EPS is defined as reported earnings per share from continuing operations excluding: (1) (gain) loss on the disposal/write-down of property, plant and equipment, net; (2) intangible impairments; (3) other expense (income), net; and (4) the tax impact of reconciling items and discrete tax items. We do not believe these excluded items to be indicative of our ongoing operating results, and they are not considered when we are forecasting our future results. We believe Adjusted EPS is of value to investors when comparing our results from past, present and future periods.

Reconciliation of Adjusted EPS—Fully Diluted from Continuing Operations to Reported EPS—Fully Diluted from Continuing Operations:

	Three Months Ended March 31,
	2011			2012
Adjusted EPS—Fully Diluted from Continuing Operations	$	0.28		$	0.29
Less: (Gain) Loss on disposal/write-down of property, plant and equipment, net		—			—
Intangible Impairments		—			—
Other Expense (Income), net		(0.04	)		(0.02	)
Tax impact of reconciling items and discrete tax items		(0.08	)		(0.04	)
Reported EPS—Fully Diluted from Continuing Operations	$	0.40		$	0.35

Critical Accounting Policies

        Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with GAAP. The preparation of these financial statements requires us to make estimates, judgments and assumptions

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that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities at the date of the financial statements and for the period then ended. On an on-going basis, we evaluate the estimates used. We base our estimates on historical experience, actuarial estimates, current conditions and various other assumptions that we believe to be reasonable under the circumstances. These estimates form the basis for making judgments about the carrying values of assets and liabilities and are not readily apparent from other sources. Actual results may differ from these estimates. Our critical accounting policies include the following, which are listed in no particular order:

•

Revenue Recognition

•

Accounting for Acquisitions

•

Allowance for Doubtful Accounts and Credit Memos

•

Impairment of Tangible and Intangible Assets

•

Accounting for Internal Use Software

•

Income Taxes

•

Stock-Based Compensation

•

Self-Insured Liabilities

        Further detail regarding our critical accounting policies can be found in "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K and the consolidated financial statements and the notes included therein filed with the SEC on February 28, 2012. Management has determined that no material changes concerning our critical accounting policies have occurred since December 31, 2011.

Recent Accounting Pronouncements

        In September 2011, the Financial Accounting Standards Board issued Accounting Standards Update ("ASU") No. 2011-08, Intangibles—Goodwill and Other (Topic 350): Testing Goodwill for Impairment. ASU 2011-08 allows, but does not require, entities to first assess qualitatively whether it is necessary to perform the two-step goodwill impairment test. If an entity believes, as a result of its qualitative assessment, that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the quantitative two-step impairment test is required; otherwise, no further testing is required. We adopted ASU 2011-08 as of January 1, 2012. The adoption of ASU 2011-08 did not have an impact on our consolidated financial position, results of operations or cash flows.

Overview

        The following discussions set forth, for the periods indicated, management's discussion and analysis of results. Significant trends and changes are discussed for the three month period ended March 31, 2012 within each section.

        On June 2, 2011, we completed the sale (the "Digital Sale") of our online backup and recovery, digital archiving and eDiscovery solutions businesses of our digital business (the "Digital Business") to Autonomy Corporation plc, a corporation formed under the laws of England and Wales ("Autonomy"), pursuant to a purchase and sale agreement dated as of May 15, 2011 among Iron Mountain Incorporated ("IMI"), certain subsidiaries of IMI and Autonomy (the "Digital Sale Agreement"). In the Digital Sale, Autonomy purchased (1) the shares of certain of IMI's subsidiaries through which IMI conducted the Digital Business and (2) certain assets of IMI and its subsidiaries relating to our Digital Business. The financial position, operating results and cash flows of the Digital Business, for all periods presented in this Quarterly Report on Form 10-Q, including the gain on the sale, have been reported

48

as discontinued operations for financial reporting purposes. Additionally, on October 3, 2011, we sold our records management business in New Zealand (the "New Zealand Business"). Also, in December 2011, we committed to a plan to sell our records management business in Italy (the "Italian Business"), which we sold on April 27, 2012. The financial position, operating results and cash flows of the New Zealand Business and the Italian Business, for all periods presented, have been reported as discontinued operations for financial reporting purposes. See Note 10 to Notes to Consolidated Financial Statements.

        Our revenues consist of storage revenues as well as service revenues. Storage revenues, which are considered a key performance indicator for the information management services industry, consist primarily of recurring periodic charges related to the storage of materials or data (generally on a per unit basis) that are typically retained by customers for many years. Service revenues are comprised of charges for related core service activities and a wide array of complementary products and services. Included in core service revenues are: (1) the handling of records, including the addition of new records, temporary removal of records from storage, refiling of removed records and the destruction of records; (2) courier operations, consisting primarily of the pickup and delivery of records upon customer request; (3) secure shredding of sensitive documents; and (4) other recurring services, including hybrid services, which relate to physical and digital records, and recurring project revenues. Our complementary services revenues include special project work, customer termination and permanent withdrawal fees, data restoration projects, fulfillment services, consulting services, technology services and product sales (including specially designed storage containers and related supplies). A by-product of our secure shredding and destruction services is the sale of recycled paper (included in complementary services revenues), the price of which can fluctuate from period to period, adding to the volatility and reducing the predictability of that revenue stream.

        We recognize revenue when the following criteria are met: persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable and collectability of the resulting receivable is reasonably assured. Storage and service revenues are recognized in the month the respective storage or service is provided, and customers are generally billed on a monthly basis on contractually agreed-upon terms. Amounts related to future storage or prepaid service contracts for customers where storage fees or services are billed in advance are accounted for as deferred revenue and recognized ratably over the applicable storage or service period or when the service is performed. Revenue from the sales of products, which is included as a component of service revenues, is recognized when products are shipped to the customer and title has passed to the customer. Revenues from the sales of products have historically not been significant.

        Cost of sales (excluding depreciation and amortization) consists primarily of wages and benefits for field personnel, facility occupancy costs (including rent and utilities), transportation expenses (including vehicle leases and fuel), other product cost of sales and other equipment costs and supplies. Of these, wages and benefits and facility occupancy costs are the most significant. Trends in total wages and benefits in dollars and as a percentage of total consolidated revenue are influenced by changes in headcount and compensation levels, achievement of incentive compensation targets, workforce productivity and variability in costs associated with medical insurance and workers compensation. Trends in facility occupancy costs are impacted by the total number of facilities we occupy, the mix of properties we own versus properties we occupy under operating leases, fluctuations in per square foot occupancy costs, and the levels of utilization of these properties.

        The expansion of our European and secure shredding businesses has impacted the major cost of sales components. Our European operations are more labor intensive than our North American business and, therefore, add incremental labor costs at a higher percentage of segment revenue than our North American business. Our secure shredding operations incur lower facility costs and higher transportation costs as a percentage of revenues compared to our core physical businesses.

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        Selling, general and administrative expenses consist primarily of wages and benefits for management, administrative, information technology, sales, account management and marketing personnel, as well as expenses related to communications and data processing, travel, professional fees, bad debts, training, office equipment and supplies. Trends in total wage and benefit dollars as a percentage of total consolidated revenue are influenced by changes in headcount and compensation levels, achievement of incentive compensation targets, workforce productivity and variability in costs associated with medical insurance. The overhead structure of our expanding European and Asian operations, as compared to our North American operations, is more labor intensive and has not achieved the same level of overhead leverage, which may result in an increase in selling, general and administrative expenses, as a percentage of consolidated revenue, as our European and Asian operations become a more meaningful percentage of our consolidated results.

        Our depreciation and amortization charges result primarily from the capital-intensive nature of our business. The principal components of depreciation relate to storage systems, which include racking, building and leasehold improvements, computer systems hardware and software, and buildings. Amortization relates primarily to customer relationship acquisition costs and is impacted by the nature and timing of acquisitions.

        Our consolidated revenues and expenses are subject to variations caused by the net effect of foreign currency translation on revenues and expenses incurred by our entities outside the U.S. It is difficult to predict how much foreign currency exchange rates will fluctuate in the future and how those fluctuations will impact our consolidated statement of operations. Due to the expansion of our international operations, these fluctuations have become material on individual balances. However, because both the revenues and expenses are denominated in the local currency of the country in which they are derived or incurred, the impact of currency fluctuations on our operating income and operating margin is partially mitigated. In order to provide a framework for assessing how our underlying businesses performed excluding the effect of foreign currency fluctuations, we compare the percentage change in the results from one period to another period in this report using constant currency disclosure. The constant currency growth rates are calculated by translating the 2011 results at the 2012 average exchange rates.

        The following table is a comparison of underlying average exchange rates of the foreign currencies that had the most significant impact on our U.S. dollar-reported revenues and expenses:

	Average Exchange Rates for the Three Months Ended March 31,
					Percentage Strengthening / (Weakening) of Foreign Currency
	2011		2012
British pound sterling	$	1.602	$	1.571		(1.9	)%
Canadian dollar	$	1.014	$	0.998		(1.6	)%
Euro	$	1.368	$	1.311		(4.2	)%

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Results of Operations

Comparison of Three Months Ended March 31, 2012 to Three Months Ended March 31, 2011 (in thousands):

	Three Months Ended March 31,
							Dollar Change			Percentage Change
	2011			2012
Revenues	$	746,009		$	746,498		$	489			0.1	%
Operating Expenses		608,409			604,685			(3,724	)		(0.6	)%
Operating Income		137,600			141,813			4,213			3.1	%
Other Expenses, Net		56,424			80,740			24,316			43.1	%
Income from Continuing Operations		81,176			61,073			(20,103	)		(24.8	)%
Loss from Discontinued Operations, Net of Tax		(6,557	)		(5,093	)		1,464			22.3	%
Net Income		74,619			55,980			(18,639	)		(25.0	)%
Net Income Attributable to Noncontrolling Interests		1,159			630			(529	)		45.6	%
Net Income Attributable to Iron Mountain Incorporated	$	73,460		$	55,350		$	(18,110	)		(24.7	)%
Adjusted OIBDA(1)	$	217,299		$	220,540		$	3,241			1.5	%
Adjusted OIBDA Margin(1)		29.1	%		29.5	%

(1)

See "Non-GAAP Measures—Adjusted Operating Income Before Depreciation, Amortization and Intangible Impairments, or Adjusted OIBDA" in this Quarterly Report on Form 10-Q for the definition, reconciliation and a discussion of why we believe these measures provide relevant and useful information to our current and potential investors.

REVENUES

	Three Months Ended March 31,							Percentage Change
					Dollar Change						Constant Currency(1)			Internal Growth(2)
	2011		2012					Actual
Storage	$	415,705	$	425,341	$	9,636			2.3	%		3.1	%		2.9	%
Core Service		241,912		241,080		(832	)		(0.3	)%		0.5	%		0.3	%
Total Core Revenue		657,617		666,421		8,804			1.3	%		2.2	%		1.9	%
Complementary Services		88,392		80,077		(8,315	)		(9.4	)%		(8.9	)%		(8.9	)%
Total Revenue	$	746,009	$	746,498	$	489			0.1	%		0.9	%		0.6	%

(1)

Constant currency growth rates are calculated by translating the 2011 results at the 2012 average exchange rates.

(2)

Our internal revenue growth rate represents the weighted average year-over-year growth rate of our revenues after removing the effects of acquisitions, divestitures and foreign currency exchange rate fluctuations. We calculate internal revenue growth in local currency for our international operations.

        Our consolidated storage revenues increased $9.6 million, or 2.3%, to $425.3 million for the three months ended March 31, 2012 from $415.7 million for the three months ended March 31, 2011. The increase is attributable to internal revenue growth of 2.9% for the three months ended March 31, 2012. Foreign currency exchange rate fluctuations decreased our storage revenue growth rate by approximately 0.8% for the three months ended March 31, 2012. Our storage internal growth rate in

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the first three months of 2012 was driven by sustained storage internal growth of 1.9% and 6.2% in our North America and International Business segments, respectively. Global records management net volumes increased by more than 1% over prior year levels, in-line with recent quarterly performance.

        Consolidated service revenues, consisting of core service and complementary services, decreased $9.1 million, or 2.8%, to $321.2 million for the three months ended March 31, 2012 from $330.3 million for the three months ended March 31, 2011. Service revenue internal growth was negative 2.2% for the three months ended March 31, 2012. The service revenue internal growth for the three months ended March 31, 2012 was driven by negative complementary service revenue internal growth of 8.9%, due primarily to the significant decrease in recycled paper prices in the first quarter of 2012 compared to the same prior year period, which resulted in $4.9 million less of recycled paper revenue. This decline was partially offset by strong hybrid revenue growth and increased project revenues. Core service internal growth was 0.3% due to expected declines in activity-based core services, particularly in North America, consistent with prior quarters. Foreign currency exchange rate fluctuations decreased reported service revenues by 0.8% for the three months ended March 31, 2012 over the same period in 2011.

        For the reasons stated above, our consolidated revenues increased $0.5 million, or 0.1%, to $746.5 million for the three months ended March 31, 2012 from $746.0 million for the three months ended March 31, 2011. Internal revenue growth was 0.6% for the three months ended March 31, 2012. We calculate internal revenue growth in local currency for our international operations. For the three months ended March 31, 2012, foreign currency exchange rate fluctuations decreased our consolidated revenues by 0.8%, primarily due to the weakening of the British pound sterling, Canadian dollar and Euro against the U.S. dollar, based on an analysis of weighted average rates for the comparable periods.

Internal Growth—Eight-Quarter Trend

	2010									2011												2012
	Second Quarter			Third Quarter			Fourth Quarter			First Quarter			Second Quarter			Third Quarter			Fourth Quarter			First Quarter
Storage Revenue		3.7	%		2.3	%		2.3	%		3.0	%		2.8	%		3.3	%		3.3	%		2.9	%
Service Revenue		2.4	%		3.9	%		1.1	%		(0.1	)%		1.2	%		1.8	%		(1.4	)%		(2.2	)%
Total Revenue		3.1	%		3.0	%		1.8	%		1.6	%		2.1	%		2.6	%		1.2	%		0.6	%

        We expect our consolidated internal revenue growth rate for 2012 to be approximately (1)% to 2%. During the past eight quarters our storage internal growth rate has ranged between 2.3% and 3.7%. Our storage growth rate moderated in late 2009 and into 2010 due to the economic downturn, which resulted in reduced average net pricing gains in North America due to the low inflationary environment, episodic destructions in the physical data protection business and lower new sales and higher destruction rates in our North American Business segment. These impacts were offset by new sales in international markets. Our storage growth rate in 2011 and into 2012 was driven by continued solid storage growth in the International Business segment and sustained growth in our North American Business segment. The internal revenue growth rate for service revenue is inherently more volatile than the storage revenue internal growth rate due to the more discretionary nature of certain complementary services we offer, such as large special projects, and the volatility of prices for recycled paper. These revenues, which are often event-driven and impacted to a greater extent by economic downturns as customers defer or cancel the purchase of certain services as a way to reduce their short-term costs, may be difficult to replicate in future periods. As a commodity, recycled paper prices are subject to the volatility of that market. The revenue internal growth rate for service revenues reflects the following: (1) moderate declines in activity-based service revenues related to the handling and transportation of items in storage and secure shredding, particularly in North America; (2) the expected softness in our complementary service revenues, such as project revenues and fulfillment

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services; and (3) fluctuations in the price of recycled paper, which increased during the first half of fiscal year 2011 and began a sharp decline at the end of 2011 and into 2012, and higher fuel surcharges.

OPERATING EXPENSES

Cost of Sales

        Consolidated cost of sales (excluding depreciation and amortization) is comprised of the following expenses (in thousands):

	Three Months Ended March 31,							Percentage Change						% of Consolidated Revenues
																				Percentage Change (Favorable)/ Unfavorable
					Dollar Change						Constant Currency
	2011		2012					Actual						2011			2012
Labor	$	148,270	$	152,805	$	4,535			3.1	%		4.1	%		19.9	%		20.5	%		0.6	%
Facilities		112,367		106,012		(6,355	)		(5.7	)%		(4.9	)%		15.1	%		14.2	%		(0.9	)%
Transportation		30,862		31,393		531			1.7	%		2.4	%		4.1	%		4.2	%		0.1	%
Product Cost of Sales and Other		24,456		25,088		632			2.6	%		3.8	%		3.3	%		3.4	%		0.1	%
	$	315,955	$	315,298	$	(657	)		(0.2	)%		0.7	%		42.4	%		42.2	%		(0.2	)%

Labor

        Labor expense increased to 20.5% of consolidated revenues in the three months ended March 31, 2012 compared to 19.9% in the comparable prior year period. Labor expense for the three months ended March 31, 2012 increased by 4.1%, on a constant currency basis, compared to the three months ended March 31, 2011, primarily due to merit increases and the reclassification of certain overhead expenses to cost of sales. For the three month period ended March 31, 2012, favorable currency rate changes reduced the reported growth rate of labor expenses by 1.0 percentage point.

Facilities

        Facilities costs decreased to 14.2% of consolidated revenues in the three months ended March 31, 2012 compared to 15.1% in the comparable prior year period. The largest component of our facilities cost is rent expense, which, in constant currency terms, decreased by $1.5 million to $50.7 million for the three months ended March 31, 2012 compared to the same period of 2011 primarily due to facility consolidations in North America in fiscal year 2011. Other facilities costs decreased by approximately $3.9 million, in constant currency terms, for the three months ended March 31, 2012 compared to the three months ended March 31, 2011, primarily due to decreased building maintenance costs of $2.8 million, as well as reduced utilities, snow removal and other facility costs. Facilities costs were favorably impacted by 0.8 percentage points due to currency rate changes during the three months ended March 31, 2012.

Transportation

        Transportation expenses increased by $0.7 million in constant currency terms during the three months ended March 31, 2012 compared to the same period in 2011 as a result of increased fuel costs. Transportation expenses were favorably impacted by 0.7 percentage points due to currency rate changes during the three months ended March 31, 2012.

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Product Cost of Sales and Other

        Product cost of sales and other, which includes cartons, media and other service, storage and supply costs, is highly correlated to complementary revenue streams. For the three months ended March 31, 2012, product cost of sales and other increased by $0.6 million as compared to the prior year on an actual basis and is correlated to higher project revenues. These costs were favorably impacted by 1.2 percentage points due to currency rate changes during the three months ended March 31, 2012.

Selling, General and Administrative Expenses

        Selling, general and administrative expenses are comprised of the following expenses (in thousands):

								Percentage Change
	Three Months Ended March 31,													% of Consolidated Revenues
																				Percentage Change (Favorable)/ Unfavorable
					Dollar Change						Constant Currency
	2011		2012					Actual						2011			2012
General and Administrative	$	122,194	$	126,806	$	4,612			3.8	%		4.6	%		16.4	%		17.0	%		0.6	%
Sales, Marketing & Account Management		60,235		57,967		(2,268	)		(3.8	)%		(3.0	)%		8.1	%		7.8	%		(0.3	)%
Information Technology		28,191		24,162		(4,029	)		(14.3	)%		(13.7	)%		3.8	%		3.2	%		(0.6	)%
Bad Debt Expense		2,135		1,725		(410	)		(19.2	)%		(18.6	)%		0.3	%		0.2	%		(0.1	)%
	$	212,755	$	210,660	$	(2,095	)		(1.0	)%		(0.2	)%		28.5	%		28.2	%		(0.3	)%

General and Administrative

        General and administrative expenses increased to 17.0% of consolidated revenues during the three months ended March 31, 2012 compared to 16.4% in the comparable prior year period. In constant currency terms, general and administrative expenses increased by $5.6 million during the three months ended March 31, 2012 compared to the same period in 2011. The increase was primarily attributable to increased stock-based compensation expense of $5.4 million, as well as increased legal and professional fees of $2.0 million and merit increases, partially offset by the reclassification of certain overhead expenses to cost of sales. General and administrative expenses were favorably impacted by 0.8 percentage points due to currency rate changes during the three months ended March 31, 2012.

Sales, Marketing & Account Management

        Sales, marketing and account management expenses decreased to 7.8% of consolidated revenues during the three months ended March 31, 2012 compared to 8.1% in the comparable prior year period. In constant currency terms, the decrease of $1.8 million during the three months ended March 31, 2012 compared to the same period in 2011 is primarily due to a $1.5 million decrease in commissions expense within our North American Business segment. Sales, marketing and account management expenses were favorably impacted by 0.8 percentage points due to currency rate changes during the three months ended March 31, 2012.

Information Technology

        In constant currency terms, information technology expenses decreased $3.8 million during the three months ended March 31, 2012 compared to the same period in 2011 primarily due to decreased compensation expenses of $2.8 million, as well as, decreased professional fees of $0.4 million. Information technology expenses were favorably impacted by 0.6 percentage points due to currency rate changes during the three months ended March 31, 2012.

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Bad Debt Expense

        Consolidated bad debt expense for the three months ended March 31, 2012 decreased $0.4 million, or 19.2%, to $1.7 million (0.2% of consolidated revenues) compared to $2.1 million (0.3% of consolidated revenues) in the same period in 2011. We maintain an allowance for doubtful accounts that is calculated based on our past loss experience, current and prior trends in our aged receivables, current economic conditions, and specific circumstances of individual receivable balances. We continue to monitor our customers' payment activity and make adjustments based on their financial condition and in light of historical and expected trends.

Depreciation, Amortization, and (Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net

        Depreciation expense decreased $3.2 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011, consisting of $2.3 million within our North American Business and Corporate segments associated with information technology assets reaching the end of their useful life and $0.9 million in our International Business segment primarily related to accelerated depreciation taken in previous years due to the decision to exit certain facilities in the United Kingdom.

        Amortization expense increased $1.0 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011, primarily due to the increased amortization of customer relationship intangible assets acquired through business combinations.

        Consolidated loss on disposal/write-down of property, plant and equipment, net of $0.7 million for the three months ended March 31, 2012 consisted primarily of write-offs associated with our European and Latin American operations. Consolidated gain on disposal/write-down of property, plant and equipment, net of $0.5 million for the three months ended March 31, 2011 consisted primarily of gains related to vehicle dispositions in North America.

OPERATING INCOME and ADJUSTED OIBDA

        As a result of the foregoing factors, (1) consolidated operating income increased $4.2 million, or 3.1%, to $141.8 million (19.0% of consolidated revenues) for the three months ended March 31, 2012 from $137.6 million (18.4% of consolidated revenues) for the three months ended March 31, 2011 and (2) consolidated Adjusted OIBDA increased $3.2 million, or 1.5%, to $220.5 million (29.5% of consolidated revenues) for the three months ended March 31, 2012 from $217.3 million (29.1% of consolidated revenues) for the three months ended March 31, 2011.

OTHER EXPENSES, NET

Interest Expense, Net

        Consolidated interest expense, net increased $10.2 million to $58.8 million (7.9% of consolidated revenues) for the three months ended March 31, 2012 from $48.6 million (6.5% of consolidated revenues) for the three months ended March 31, 2011, primarily due to the issuance of $400.0 million in aggregate principal of our 7³/4% Senior Subordinated Notes due 2019 (the "7³/4% Notes due 2019") in September 2011, which was partially offset by the early retirement of $231.3 million of our 7³/4% Senior Subordinated Notes due 2015 (the "7³/4% Notes due 2015") during early 2011. Our weighted average interest rate was 6.7% and 6.6% at March 31, 2012 and March 31, 2011, respectively.

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Other (Income) Expense, Net (in thousands)

	Three Months Ended March 31,
							Dollar Change
	2011			2012
Foreign currency transaction (gains) losses, net	$	(3,096	)	$	(2,575	)	$	521
Debt extinguishment (income) expense, net		(850	)		—			850
Other, net		(5,012	)		(729	)		4,283
	$	(8,958	)	$	(3,304	)	$	5,654

        Net foreign currency transaction gains of $2.6 million, based on period-end exchange rates, were recorded in the three months ended March 31, 2012. Gains resulted primarily from changes in the exchange rate of each of the British pound sterling, Euro, Russian ruble and Australian dollar against the U.S. dollar compared to December 31, 2011, as these currencies relate to our intercompany balances with and between our European and Australian subsidiaries, which were partially offset by losses as a result of British pound sterling denominated debt and forward currency swap contracts and Euro denominated bonds issued by IMI.

        Net foreign currency transaction gains of $3.1 million, based on period-end exchange rates, were recorded in the three months ended March 31, 2011. Gains resulted primarily from changes in the exchange rate of each of the British pound sterling, Euro, Russian ruble and Australian dollar against the U.S. dollar compared to December 31, 2010, as these currencies relate to our intercompany balances with and between our European and Australian subsidiaries, which were partially offset by losses as a result of British pound sterling denominated debt and forward foreign currency swap contracts and Euro denominated bonds issued by IMI.

        We recorded a gain of approximately $0.9 million in the first quarter of 2011 related to the early extinguishment of $231.3 million of the 7³/4% Notes due 2015 that were redeemed. This gain consists of original issue premiums, net of deferred financing costs related to our 7³/4% Notes due 2015 that were redeemed.

        Other, net in the three months ended March 31, 2012 consists primarily of $0.8 million of gains related to certain marketable securities held in a trust for the benefit of employees included in a deferred compensation plan we sponsor. Other, net in the three months ended March 31, 2011 consists primarily of a $4.7 million gain associated with the fair valuing of the 20% equity interest that we previously held associated with our Polish joint venture in connection with our acquisition of the remaining 80% interest in January 2011.

Provision for Income Taxes

        Our effective tax rates for the three months ended March 31, 2011 and 2012 were 17.1% and 29.3%, respectively. The primary reconciling items between the federal statutory rate of 35% and our overall effective tax rate are state income taxes (net of federal benefit) and differences in the rates of tax at which our foreign earnings are subject, including foreign exchange gains and losses in different jurisdictions with different tax rates. During the three months ended March 31, 2011, foreign currency losses were recorded in higher tax jurisdictions associated with our marking-to-market of debt and derivative instruments while foreign currency gains were recorded in lower tax jurisdictions associated with our marking-to-market of intercompany loan positions, which reduced our 2011 effective tax rate by 12.6%. In addition, the recognition of certain previously unrecognized tax benefits due to settlements with tax authorities in various jurisdictions reduced the 2011 tax rate by 2.0%. During the three months ended March 31, 2012, foreign currency losses were recorded in higher tax jurisdictions associated with our marking-to-market of debt and derivative instruments while foreign currency gains

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were recorded in lower tax jurisdictions associated with our marking-to-market of intercompany loan positions, which reduced our 2012 effective tax rate by 8.9%.

        We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Discrete items and changes in our estimate of the annual effective tax rate are recorded in the period they occur. Our effective tax rate is subject to variability in the future due to, among other items: (1) changes in the mix of income from foreign jurisdictions; (2) tax law changes; (3) volatility in foreign exchange gains (losses); (4) the timing of the establishment and reversal of tax reserves; and (5) our ability to utilize foreign tax credits that we generate. We are subject to income taxes in the U.S. and numerous foreign jurisdictions. We are subject to examination by various tax authorities in jurisdictions in which we have significant business operations. We regularly assess the likelihood of additional assessments by tax authorities and provide for these matters as appropriate. Although we believe our tax estimates are appropriate, the final determination of tax audits and any related litigation could result in changes in our estimates.

INCOME FROM CONTINUING OPERATIONS

        As a result of the foregoing factors, consolidated income from continuing operations for the three months ended March 31, 2012 decreased $20.1 million, or 24.8%, to $61.1 million (8.2% of consolidated revenues) from income from continuing operations of $81.2 million (10.9% of consolidated revenues) for the three months ended March 31, 2011.

INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAX

        Loss from discontinued operations, net of tax was $(6.6) million and $(5.1) million for the three months ended March 31, 2011 and 2012, respectively.

NONCONTROLLING INTERESTS

        For the three months ended March 31, 2011 and 2012, net income attributable to noncontrolling interests resulted in a decrease in net income attributable to Iron Mountain Incorporated of $1.2 million and $0.6 million, respectively. These amounts represent our noncontrolling partners' share of earnings/losses in our majority-owned international subsidiaries that are consolidated in our operating results.

Segment Analysis (in thousands)

        Our reportable operating segments are North American Business, International Business and Corporate. See Note 7 to Notes to Consolidated Financial Statements. Our North American Business segment offers information management services throughout the United States and Canada, including the storage of paper documents, as well as other media such as microfilm and microfiche, master audio and videotapes, film, X-rays and blueprints, including healthcare information services, vital records services, service and courier operations, and the collection, handling and disposal of sensitive documents for corporate customers ("Hard Copy"); the storage and rotation of backup computer media as part of corporate disaster recovery plans, including service and courier operations ("Data Protection"); information destruction services ("Destruction"); the scanning, imaging and document conversion services of active and inactive records ("Hybrid Services"); the storage, assembly, and detailed reporting of customer marketing literature and delivery to sales offices, trade shows and prospective customers' sites based on current and prospective customer orders ("Fulfillment"); and technology escrow services that protect and manage source code. Our International Business segment offers information management services throughout Europe, Latin America and Asia Pacific, including Hard Copy, Data Protection, Destruction and Hybrid Services. Corporate consists of costs related to executive and staff functions, including finance, human resources and information technology, which

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benefit the enterprise as a whole. These costs are primarily related to the general management of these functions on a corporate level and the design and development of programs, policies and procedures that are then implemented in the individual segments, with each segment bearing its own cost of implementation. Corporate also includes stock-based employee compensation expense associated with all employee stock-based awards.

North American Business

										Percentage Change
	Three Months Ended March 31,
							Dollar Change						Constant Currency			Internal Growth
	2011			2012						Actual
Segment Revenue	$	555,298		$	552,311		$	(2,987	)		(0.5	)%		(0.4	)%		(0.4	)%
Segment Adjusted OIBDA(1)	$	227,975		$	226,349		$	(1,626	)		(0.7	)%		(0.5	)%
Segment Adjusted OIBDA(1) as a Percentage of Segment Revenue		41.1	%		41.0	%

(1)

See Note 7 to Notes to the Consolidated Financial Statements for definition of Adjusted OIBDA and for the basis on which allocations are made and a reconciliation of Adjusted OIBDA to income (loss) from continuing operations before provision (benefit) for income taxes.

        During the three months ended March 31, 2012, revenue in our North American Business segment decreased 0.5% over the three months ended March 31, 2011, primarily due to negative internal growth of 0.4%. The negative internal growth was driven by negative core service internal growth of 0.6%, primarily a result of lower service and activity levels, and negative complementary service revenue internal growth of 10.3%, which was primarily a result of a decrease in the price of recycled paper, partially offset by storage revenue internal growth of 1.9% related to increased new sales and lower volume outflows. Additionally, unfavorable foreign currency rate changes related to the Canadian dollar resulted in decreased reported revenues, as measured in U.S. dollars, of 0.2% for the first three months of 2012. Adjusted OIBDA as a percentage of segment revenue remained consistent in the first three months of 2012 compared to the first three months of 2011.

International Business

									Percentage Change
	Three Months Ended March 31,
							Dollar Change					Constant Currency			Internal Growth
	2011			2012					Actual
Segment Revenue	$	190,711		$	194,187		$	3,476		1.8	%		4.6	%		3.7	%
Segment Adjusted OIBDA(1)	$	38,878		$	43,559		$	4,681		12.0	%		15.3	%
Segment Adjusted OIBDA(1) as a Percentage of Segment Revenue		20.4	%		22.4	%

(1)

See Note 7 to Notes to the Consolidated Financial Statements for definition of Adjusted OIBDA and for the basis on which allocations are made and a reconciliation of Adjusted OIBDA to income (loss) from continuing operations before provision (benefit) for income taxes.

        Revenue in our International Business segment increased 1.8% during the three months ended March 31, 2012 over the same period last year due to internal growth of 3.7%. Foreign currency fluctuations in 2012, primarily in Europe, resulted in decreased 2012 revenue, as measured in U.S. dollars, of approximately 2.8% as compared to 2011. Total internal revenue growth for the segment for

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the three months ended March 31, 2012 was supported by solid 6.2% storage internal growth and total service internal growth of 0.9%. Acquisitions contributed 0.9% of the increase in total reported international revenues in the three months ended March 31, 2012, primarily due to our acquisition in Poland in the first quarter of 2011. Adjusted OIBDA as a percentage of segment revenue increased in the three months ended March 31, 2012 compared to the comparable prior year period primarily due to increased operating income from productivity gains, pricing actions and disciplined cost management.

Corporate

	Three Months Ended March 31,
							Dollar Change		Percentage Change
	2011			2012
Segment Adjusted OIBDA(1)	$	(49,554	)	$	(49,368	)	$	186		0.4	%
Segment Adjusted OIBDA(1) as a Percentage of Consolidated Revenue		(6.6	)%		(6.6	)%

(1)

See Note 7 to Notes to the Consolidated Financial Statements for definition of Adjusted OIBDA and for the basis on which allocations are made and a reconciliation of Adjusted OIBDA to income (loss) from continuing operations before provision (benefit) for income taxes.

        During the three months ended March 31, 2012, expenses in the Corporate segment as a percentage of consolidated revenue were consistent with the three months ended March 31, 2011, as increased stock-based compensation expense of $5.4 million was offset by reduced information technology expenses of $3.1 million, as well as, reduced professional fees.

Liquidity and Capital Resources

        The following is a summary of our cash balances and cash flows (in thousands) as of and for the three months ended March 31,

	2011			2012
Cash flows from operating activities—continuing operations	$	110,418		$	79,059
Cash flows from investing activities—continuing operations		(89,692	)		(65,891	)
Cash flows from financing activities—continuing operations		(90,557	)		(14,057	)
Cash and cash equivalents at the end of period		189,817			178,293

        Net cash provided by operating activities from continuing operations was $79.1 million for the three months ended March 31, 2012 compared to $110.4 million for the three months ended March 31, 2011. The 28.4% decrease resulted primarily from an increase in cash used in working capital of $22.3 million and a decrease in net income, excluding non-cash charges, of $12.0 million, partially offset by a decrease in realized foreign exchange losses of $3.0 million over the same period last year. Uses of working capital are primarily related to higher cash payments for incentive compensation and taxes in the three months ended March 31, 2012 compared to the same period in 2011.

        Our business requires significant capital expenditures to support our expected revenue growth and ongoing operations as well as new products and services and increased profitability. These expenditures are included in the cash flows from investing activities from continuing operations. The nature of our capital expenditures has evolved over time along with the nature of our business. We make capital expenditures to support a number of different objectives. The majority of our capital goes to support business line growth and our ongoing operations, but we also expend capital to support the development and improvement of products and services and projects designed to increase our profitability. These expenditures are generally small and more discretionary in nature. Cash paid for our capital expenditures, cash paid for acquisitions (net of cash acquired) and additions to customer

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acquisition costs during the three months ended March 31, 2012 amounted to $55.9 million, $8.8 million and $3.0 million, respectively. For the three months ended March 31, 2012, capital expenditures, net, cash paid for acquisitions (net of cash acquired) and additions to customer acquisition costs were funded with cash flows provided by operating activities from continuing operations and cash equivalents on hand. Excluding potential future acquisitions, we expect our capital expenditures to be approximately $220.0 million in the year ending December 31, 2012. Included in our estimated capital expenditures for 2012 is approximately $25.0 million of real estate purchases (inclusive of data warehousing capital spend).

        Net cash used in financing activities from continuing operations was $14.1 million for the three months ended March 31, 2012. During the three months ended March 31, 2012, we received net borrowings under our revolving credit and term loan facilities and other debt of $65.6 million and $1.3 million of proceeds from the exercise of stock options and purchases under the employee stock purchase plan. We used the proceeds from these financing transactions and cash on hand to repurchase $38.1 million of our common stock and to pay dividends in the amount of $43.2 million on our common stock.

        Our board of directors has authorized up to $1.2 billion in repurchases of our common stock. All repurchases are subject to stock price, market conditions, corporate and legal requirements and other factors. As of March 31, 2012, we had a remaining amount available for repurchase under our share repurchase program of $66.0 million, which represents approximately 1% in the aggregate of our outstanding common stock based on the closing stock price on such date.

        The following table is a summary of our repurchase activity under all of our share repurchase programs during the first three months of 2012:

	2012
	Shares		Amount(1)
			(In thousands)
Authorizations remaining as of January 1,			$	100,701
Additional Authorizations				—
Repurchases paid		1,103,149		(34,666	)
Repurchases unsettled				—
Authorization remaining as of March 31,			$	66,035

(1)

Amount excludes commissions paid associated with share repurchases.

        In February 2010, our board of directors adopted a dividend policy under which we intend to pay quarterly cash dividends on our common stock. Declaration and payment of future quarterly dividends is at the discretion of our board of directors. In fiscal year 2011 and in the first quarter of 2012, our board of directors declared the following dividends:

Declaration Date	Dividend Per Share		Record Date	Total Amount (in thousands)		Payment Date
March 11, 2011	$	0.1875	March 25, 2011	$	37,601	April 15, 2011
June 10, 2011		0.2500	June 24, 2011		50,694	July 15, 2011
September 8, 2011		0.2500	September 23, 2011		46,877	October 14, 2011
December 1, 2011		0.2500	December 23, 2011		43,180	January 13, 2012
March 8, 2012		0.2500	March 23, 2012		42,791	April 13, 2012

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        In April 2011, we announced a three-year strategic plan that included stockholder payouts through a combination of share buybacks, ongoing quarterly dividends and potential one-time dividends of approximately $2.2 billion through 2013, with approximately $1.2 billion to be paid out by May 2012. We fulfilled our commitment to returning $1.2 billion of capital to stockholders by May 2012. We expect to fund future payouts with cash flows from operations and borrowings under existing and potentially additional debt instruments. With regard to our levels of indebtedness, we plan to operate around the mid-point of our target leverage ratio range of 3x—4x EBITDA (as defined in our revolving credit facility).

        Financial instruments that potentially subject us to market risk consist principally of cash and cash equivalents (including money market funds and time deposits), restricted cash (primarily U.S. Treasuries) and accounts receivable. The only significant concentrations of liquid investments as of March 31, 2012 relate to cash and cash equivalents and restricted cash held on deposit with five global banks and one "Triple A" rated money market fund, which we consider to be large, highly-rated investment-grade institutions. As per our risk management investment policy, we limit exposure to concentration of credit risk by limiting the amount invested in any one mutual fund or financial institution to a maximum of $50.0 million. As of March 31, 2012, our cash and cash equivalents and restricted cash balance was $213.4 million, including a money market fund and time deposits amounting to $166.3 million. A substantial portion of the money market fund is invested in U.S. Treasuries.

        We are highly leveraged and expect to continue to be highly leveraged for the foreseeable future. Our consolidated debt as of March 31, 2012 was comprised of the following (in thousands):

Revolving Credit Facility(1)	$	190,000
Term Loan Facility(1)		481,250
71/4% GBP Senior Subordinated Notes due 2014 (the "71/4% Notes")(2)		240,210
65/8% Senior Subordinated Notes due 2016 (the "65/8% Notes")(2)		318,147
71/2% CAD Senior Subordinated Notes due 2017 (the "Subsidiary Notes")(3)		175,245
83/4% Senior Subordinated Notes due 2018 (the "83/4% Notes")(2)		200,000
8% Senior Subordinated Notes due 2018 (the "8% Notes")(2)		49,813
63/4% Euro Senior Subordinated Notes due 2018 (the "63/4% Notes")(2)		338,508
73/4% Senior Subordinated Notes due 2019 (the "73/4% Notes due 2019")(2)		400,000
8% Senior Subordinated Notes due 2020 (the "8% Notes due 2020")(2)		300,000
83/8% Senior Subordinated Notes due 2021 (the "83/8% Notes")(2)		548,389
Real Estate Mortgages, Capital Leases and Other		212,114
Total Long-term Debt		3,453,676
Less Current Portion		(63,229	)
Long-term Debt, Net of Current Portion	$	3,390,447

(1)

The capital stock or other equity interests of most of our U.S. subsidiaries, and up to 66% of the capital stock or other equity interests of our first-tier foreign subsidiaries, are pledged to secure these debt instruments, together with all intercompany obligations of foreign subsidiaries owed to us or to one of our U.S. subsidiary guarantors.

(2)

Collectively, the "Parent Notes". IMI is the direct obligor on the Parent Notes, which are fully and unconditionally guaranteed, on a senior subordinated basis, by substantially all of its direct and indirect wholly owned U.S. subsidiaries (the "Guarantors"). These guarantees are joint and several obligations of the Guarantors. Iron Mountain Canada Corporation ("Canada Company") and the remainder of our subsidiaries do not guarantee the Parent Notes.

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(3)

Canada Company is the direct obligor on the Subsidiary Notes, which are fully and unconditionally guaranteed, on a senior subordinated basis, by IMI and the Guarantors. These guarantees are joint and several obligations of IMI and the Guarantors.

        On June 27, 2011, we entered into a credit agreement that consists of (1) revolving credit facilities under which we can borrow, subject to certain limitations as defined in the credit agreement, up to an aggregate amount of $725.0 million (including Canadian dollar, British pounds sterling and Euros, among other currencies) (the "Revolving Credit Facility") and (2) a $500.0 million term loan facility (the "Term Loan Facility", and collectively with the Revolving Credit Facility, the "Credit Agreement"). We have the right to increase the aggregate amount available to be borrowed under the Credit Agreement up to a maximum of $1.8 billion. The Revolving Credit Facility is supported by a group of 19 banks. IMI, Iron Mountain Information Management, Inc. ("IMIM"), Canada Company, IME, Iron Mountain Australia Pty Ltd., Iron Mountain Switzerland Gmbh and any other subsidiary of IMIM designated by IMIM (the "Other Subsidiaries") may, with the consent of the administrative agent, as defined in the Credit Agreement, borrow under certain of the following tranches of the Revolving Credit Facility: (1) tranche one in the amount of $400.0 million is available to IMI and IMIM in U.S. dollars, British pounds sterling and Euros, (2) tranche two in the amount of $150.0 million is available to IMI or IMIM in either U.S. dollars or Canadian dollars and available to Canada Company in Canadian dollars and (3) tranche three in the amount of $175.0 million is available to IMI or IMIM and the Other Subsidiaries in U.S. dollars, Canadian dollars, British pounds sterling, Euros and Australian dollars, among others. The Revolving Credit Facility terminates on June 27, 2016, at which point all revolving credit loans under such facility become due. With respect to the Term Loan Facility, loan payments are required through maturity on June 27, 2016 in equal quarterly installments of the aggregate annual amounts based upon the following percentage of the original principal amount in the table below (except that each of the first three quarterly installments in the fifth year shall be 10% of the original principal amount and the final quarterly installment in the fifth year shall be 35% of the original principal):

Year Ended	Percentage
June 30, 2012		5	%
June 30, 2013		5	%
June 30, 2014		10	%
June 30, 2015		15	%
June 27, 2016		65	%

        The Term Loan Facility may be prepaid without penalty or premium, in whole or in part, at any time. IMI and IMIM guarantee the obligations of each of the subsidiary borrowers. The capital stock or other equity interests of most of the U.S. subsidiaries, and up to 66% of the capital stock or other equity interests of our first-tier foreign subsidiaries, are pledged to secure the Credit Agreement, together with all intercompany obligations of foreign subsidiaries owed to us or to one of our U.S. subsidiary guarantors. The interest rate on borrowings under the Credit Agreement varies depending on our choice of interest rate and currency options, plus an applicable margin, which varies based on certain financial ratios. Additionally, the Credit Agreement requires the payment of a commitment fee on the unused portion of the Revolving Credit Facility, which fee ranges from between 0.3% to 0.5% based on certain financial ratios. There are also fees associated with any outstanding letters of credit. As of March 31, 2012, we had $190.0 million of outstanding borrowings under the Revolving Credit Facility, all of which was denominated in U.S. dollars; we also had various outstanding letters of credit totaling $6.2 million. The remaining availability on March 31, 2012, based on IMI's leverage ratio, which is calculated based on the last 12 months' earnings before interest, taxes, depreciation and amortization ("EBITDA"), and other adjustments as defined in the Credit Agreement and current external debt, under the Revolving Credit Facility was $528.8 million. The interest rate in effect under the both the Revolving Credit Facility and Term Loan Facility was 2.3% as of March 31, 2012.

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        The Credit Agreement, our indentures and other agreements governing our indebtedness contain certain restrictive financial and operating covenants, including covenants that restrict our ability to complete acquisitions, pay cash dividends, incur indebtedness, make investments, sell assets and take certain other corporate actions. The covenants do not contain a rating trigger. Therefore, a change in our debt rating would not trigger a default under the Credit Agreement, our indentures or other agreements governing our indebtedness. The Credit Agreement, as well as our indentures, use EBITDA-based calculations as primary measures of financial performance, including leverage and fixed charge coverage ratios. IMI's revolving credit and term leverage ratio was 3.4 and 3.5 as of December 31, 2011 and March 31, 2012, respectively, compared to a maximum allowable ratio of 5.5. Similarly, our bond leverage ratio, per the indentures, was 3.9 and 4.5 as of December 31, 2011 and March 31, 2012, respectively, compared to a maximum allowable ratio of 6.5. IMI's revolving credit and term loan fixed charge coverage ratio was 1.5 as of both December 31, 2011 and March 31, 2012 compared to a minimum allowable ratio of 1.2. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.

        Our ability to pay interest on or to refinance our indebtedness depends on our future performance, working capital levels and capital structure, which are subject to general economic, financial, competitive, legislative, regulatory and other factors which may be beyond our control. There can be no assurance that we will generate sufficient cash flow from our operations or that future financings will be available on acceptable terms or in amounts sufficient to enable us to service or refinance our indebtedness or to make necessary capital expenditures.

        In April 2012, we acquired the stock of Grupo Store, a records management and data protection business in Brazil with locations in Sao Paulo, Rio de Janeiro, Porto Alegre and Recife, for a purchase price of approximately $80.0 million ($77.0 million, net of cash acquired) in order to enhance our existing operations in the information management business in Brazil. Included in the purchase price is approximately $11.0 million to be held in escrow. The amounts held in escrow include (1) approximately $3.0 million, which represents the amount of cash and cash equivalents the former owners of the business (the "Sellers") have represented to us that we acquired as part of the acquisition, which is payable to the Sellers upon the earlier of (a) 15 days subsequent to the confirmation of the cash amount by IMI or (b) 45 days subsequent to the closing date and (2) approximately $8.0 million, which represents amounts to secure a working capital adjustment and the indemnification obligations of the Sellers. The amounts held in escrow for purposes of the working capital adjustment will be distributed either to IMI or the Sellers based on the final agreed upon working capital amount. Unless paid to us in accordance with the terms of the agreement, all amounts remaining in escrow after payments described in either (1) or (2) above will be released to the Sellers in four annual installments, commencing on the two-year anniversary of the closing date.

        We expect to meet our cash flow requirements for the next twelve months from cash generated from operations, existing cash, cash equivalents, borrowings under the Credit Agreement and other financings, which may include secured credit facilities, securitizations and mortgage or capital lease financings. We expect to meet our long-term cash flow requirements using the same means described above, as well as the potential issuance of debt or equity securities as we deem appropriate.

Net Operating Losses and Foreign Tax Credit Carryforwards

        We have federal net operating loss carryforwards, which begin to expire in 2020 through 2025, of $25.9 million ($9.0 million, tax effected) at March 31, 2012 to reduce future federal taxable income. We have an asset for state net operating losses of $7.9 million (net of federal tax benefit), which begins to expire in 2012 through 2025, subject to a valuation allowance of approximately 99%. We have assets for foreign net operating losses of $40.3 million, with various expiration dates, subject to a valuation allowance of approximately 69%. We also have foreign tax credits of $56.6 million, which begin to expire in 2014 through 2019, subject to a valuation allowance of approximately 65%.

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Inflation

        Certain of our expenses, such as wages and benefits, insurance, occupancy costs and equipment repair and replacement, are subject to normal inflationary pressures. Although to date we have been able to offset inflationary cost increases through increased operating efficiencies and the negotiation of favorable long-term real estate leases, we can give no assurance that we will be able to offset any future inflationary cost increases through similar efficiencies, leases or increased storage or service charges.

Item 4.    Controls and Procedures

Disclosure Controls and Procedures

        The term "disclosure controls and procedures" is defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These rules refer to the controls and other procedures of a company that are designed to ensure that information is recorded, processed, summarized and communicated to management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding what is required to be disclosed by a company in the reports that it files under the Exchange Act. As of March 31, 2012 (the "Evaluation Date"), we carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of our disclosure controls and procedures. As disclosed in our Annual Report on Form 10-K filed on February 28, 2012, we determined that we had a material weakness in our internal control over financial reporting as of December 31, 2011, because we failed to maintain effective controls over the identification and monitoring of price reduction clauses in certain U.S. government customer contracts. As discussed below, our management is in the process of actively addressing and remediating this material weakness. Our chief executive officer and chief financial officer concluded that, as of the Evaluation Date, our disclosure controls and procedures were not effective as a result of our unremediated material weakness. To address this control weakness, we performed additional analysis and performed other procedures in order to prepare the unaudited consolidated financial statements in accordance with GAAP. Accordingly, management believes that the condensed consolidated financial statements included herein fairly present, in all material respects, our financial condition, results of operations and cash flows for the periods presented, in conformity with GAAP.

Changes in Internal Control over Financial Reporting

        Our management, with the participation of our principal executive officer and principal financial officer, is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act. Our internal control system is designed to provide reasonable assurance to our management and board of directors regarding the preparation and fair presentation of published financial statements.

        During the three months ended March 31, 2012, we have continued to undertake actions to remediate the material weakness in our internal control over financial reporting identified at the end of 2011. These actions include appropriate and reasonable steps to make necessary improvements to our internal control over financial reporting including:

•

Hiring a government contract compliance specialist;

•

Developing and implementing a process to appropriately identify government contracts with price reduction clauses; and

•

Developing and implementing procedures to track and monitor benchmark pricing and calculating any related price reductions under these contracts.

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        We have begun our remediation efforts and we expect these efforts, which include design, implementation and testing, to continue throughout fiscal year 2012. We believe that the remediation measures described above will strengthen our internal control over financial reporting and remediate the material weakness we have identified. We plan to continue making assessments of and implementing such other actions that are determined to be necessary or advisable in further remediation of this area of our internal control over financial reporting.

        Except as otherwise discussed above, there have not been any changes in our internal control over financial reporting during the three months ended March 31, 2012 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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Part II. Other Information

Item 1.    Legal Proceedings

        In August 2010, we were named as a defendant in a patent infringement suit filed in the U.S. District Court for the Eastern District of Texas by Oasis Research, LLC. The plaintiff alleges that the technology found in our Connected and LiveVault products infringed certain U.S. patents owned by the plaintiff and seeks an unspecified amount of damages. The trial is scheduled to begin on March 4, 2013. As part of the sale of our Digital Business as discussed at Note 10, our Connected and LiveVault products were sold to Autonomy, and Autonomy has assumed this obligation and the defense of this litigation and has agreed to indemnify us against any losses.

Item 2.    Unregistered Sales of Equity Securities and Use of Proceeds

        There were no sales of unregistered securities for the three months ended March 31, 2012. The following table sets forth our common stock repurchased for the three months ended March 31, 2012:

Issuer Purchases of Equity Securities

Period(1)	Total Number of Shares Purchased(2)		Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(3)		Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs(4) (In Thousands)
January 1, 2012 - January 31, 2012		1,103,149	$	31.42		1,103,149	$	66,035
February 1, 2012 - February 29, 2012		—	$	—		—	$	66,035
March 1, 2012 - March 31, 2012		—	$	—		—	$	66,035
Total		1,103,149	$	31.42		1,103,149

(1)

Information is based on trade dates of repurchase transactions.

(2)

Consists of shares of our common stock, par value $.01 per share. All repurchases were made pursuant to an announced plan. All repurchases were made in open market transactions under the terms of a Rule 10b5-1 plan adopted by us.

(3)

In February 2010, our board of directors approved a share repurchase program authorizing up to $150.0 million in repurchases of our common stock, and in October 2010, our board of directors authorized up to an additional $200.0 million of such purchases. In May 2011, our board of directors authorized up to an additional $850.0 million of such purchases, for a total authorization of $1.2 billion. Our board of directors did not specify an expiration date for this program.

(4)

Dollar amounts represented reflect the $1.2 billion total authorization minus the total aggregate amount purchased in such month and all prior months during which the repurchase program was in effect and exclude commissions paid in connection therewith.

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Item 6.    Exhibits

(a)   Exhibits

        Certain exhibits indicated below are incorporated by reference to documents we have filed with the Commission. Each exhibit marked by a pound sign (#) is a management contract or compensatory plan.

Exhibit No.		Description
	10.1	The Iron Mountain Companies Severance Plan. (#) (Incorporated by reference to the Company's Current Report on Form 8-K, dated March 13, 2012.)
	10.2	Amended and Restated Severance Plan Severance Program No. 1. (#) (Filed herewith.)
	10.3	Restated Compensation Plan for Non-Employee Directors. (#) (Filed herewith.)
	10.4	Addendum, dated March 19, 2012 to the Contract of Employment between Iron Mountain BPM International Sarl and Marc Duale, dated September 29, 2011, together with the Contract of Employment between Iron Mountain BPM International Sarl and Marc Duale, dated September 29, 2011, the Agreement Regarding the Suspension of the Employment Contract, effective September 30, 2011 and the Terms and Conditions for the Office of Director (Gerant) between Iron Mountain BPM SPRL and Marc Duale, dated October 1, 2011. (#) (Filed herewith.)
	12	Statement re: Computation of Ratios. (Filed herewith.)
	31.1	Rule 13a-14(a) Certification of Chief Executive Officer. (Filed herewith.)
	31.2	Rule 13a-14(a) Certification of Chief Financial Officer. (Filed herewith.)
	32.1	Section 1350 Certification of Chief Executive Officer. (Filed herewith.)
	32.2	Section 1350 Certification of Chief Financial Officer. (Filed herewith.)
	101.1	The following materials from Iron Mountain Incorporated's Quarterly Report on Form 10-Q for the quarter ended March 31, 2012, formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income (Loss), (iv) Consolidated Statements of Equity, (v) Consolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements, tagged as blocks of text and in detail. (Filed herewith.)

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SIGNATURES

        Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	IRON MOUNTAIN INCORPORATED
May 10, 2012	By:	/s/ BRIAN P. MCKEON
(DATE)		Brian P. McKeon Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)

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EX-10.2

Exhibit 10.2

THE IRON MOUNTAIN COMPANIES SEVERANCE PLAN

SEVERANCE PROGRAM NO. 1

Amended and Restated as of March 7, 2012

By action of the Compensation Committee on March 28, 2012

ARTICLE 1

PURPOSE

The purpose of this Program is to specify the benefits available to certain employees of Iron Mountain Incorporated and/or its Affiliated Employers in the event of their Qualifying Termination.

This document is a part of The Iron Mountain Companies Severance Plan, which itself is part of The Iron Mountain Companies Welfare Plan, and is part of the summary plan description for the Welfare Plan.  This document provides an overview of the benefits available and must be read in conjunction with the Severance Plan where, for example, certain capitalized terms not otherwise defined below are defined and the Welfare Plan where, for example, claims procedures are set forth.  In the event of an inconsistency between this document and the Severance and Welfare Plan documents, the Severance and Welfare Plan documents will govern.

The Severance Plan and this Severance Program No. 1 (the “Program’) is administered by the Compensation Committee of the Board of Directors of Iron Mountain Incorporated (the “Administrator”), which shall act as the “named fiduciary” and “plan administrator” under ERISA with respect to this benefit.  The Administrator has the discretionary and final authority to make factual determinations, to construe and administer the Plan, to interpret any ambiguities and to resolve any and all issues including, without limitation, eligibility to participate and the right to any Severance Benefits.

ARTICLE 2

SCOPE

This Program applies to the Eligible Employees who are identified by name as being Participants hereunder in an action of the Administrator (“Covered Employees”).  The phrase Eligible Employee generally includes U.S. employees of Iron Mountain, other than temporary or irregular employees, union employees or contractors.  A Covered Employee must be regularly scheduled to work at least thirty hours a week and have been employed for ninety days as of his or her termination date.

A Covered Employee is eligible for Severance Benefits under the Severance Plan if he or she experiences a Qualifying Termination.  Qualifying Termination is defined in the Severance Plan but basically means that an individual’s employment is involuntary terminated other than for Cause (as defined in the Severance Plan).  Under this Program, a Qualifying Termination also includes a termination by the Covered Employee of his or her employment for Good Reason.  Good Reason means that Iron Mountain has, without the Covered Employee’s consent (and after notice and opportunity for correction), (a) materially diminished the sum of his or her base compensation plus target nonequity incentive compensation, (b) required the Covered Employee to be based at an office or primary work location that is greater than fifty miles from his or her current office or primary work location or (c) materially diminished the Covered Employee’s

responsibilities and/or assigned the Covered Employee to duties and responsibilities that are generally inconsistent with his or her position with Iron Mountain prior to the change.  A termination for Good Reason must occur within six months of the Good Reason event but before a termination for Good Reason can be considered to be a Qualifying Termination, a Covered Employee must provide the Administrator with notice within ninety days of the existence of the Good Reason event and Iron Mountain shall have thirty days within which to remedy the issue.

ARTICLE 3

SEVERANCE BENEFITS

3.1Severance Pay.  The amount of Severance Pay payable under this Program is based on the Covered Employee’s “Base Salary” and “Target Bonus Payment,” and the “Severance Period,” each as defined below.

(a)Severance Period shall be the fifty-two week period following a Covered Employee’s Qualifying Termination.

(b)Base Salary is the Covered Employee’s weekly or biweekly (as applicable) rate of pay as of the date of termination without regard to other forms of compensation, such as overtime, bonuses or equity compensation.  A Covered Employee who experiences a Qualifying Termination will receive an amount equal to fifty-two weeks of Base Salary or that number of weeks that remain between the Qualifying Termination and a previously announced termination date by the Covered Employee.

(c)A Covered Employee who experiences a Qualifying Termination will also receive a Target Bonus Payment equal to the amount of the annual target bonus that would have been paid had he or she remained employed for the entire year of termination multiplied by his or her average payout percentage based upon financial performance and individual performance goals over the prior three years (or full years of employment if not employed for a full three years).  (If the annual bonus for the year of termination has not yet been determined as of the Covered Employee’s termination, the annual target bonus for the prior year shall be used.)

Example:  Stuart is eligible for an annual bonus for 2013 equal to 60% of Stuart’s Base Salary, which is currently $300,000.  Over the last three years, Stuart has received a 90% payout.  Stuart, a Covered Employee, is terminated October 19, 2013.  Stuart is entitled to a bonus of $162,000 ($300,000 [Base Salary] times 60% [bonus amount] times 90% [three-year payout percentage]).

3.2Other Benefits.

(a)As long as the Covered Employee who experiences a Qualifying Termination has not breached any agreement referred to in Section 3.4(a) and provided the Covered Employee elects to continue group medical and/or dental coverage under the federal law known as “COBRA,” Iron Mountain will continue to pay the employer share of the cost of coverage in accordance with standard payment practices until the earlier of (a) the end of the applicable Severance Period and (b) the date on which COBRA

2

coverage ends.  A Covered Employee must continue to pay the employee share of the cost of coverage during the Severance Period, and, if he or she remains COBRA-eligible, must pay for the entire remaining cost of COBRA coverage after the end of the Severance Period if he or she wishes to continue the coverage.

(b)A Covered Employee who experiences a Qualifying Termination is eligible for outplacement services through a provider selected by Iron Mountain for a period of nine months following termination.

(c)The Severance Plan and this Program supersede and replace any prior severance pay programs, plans and arrangements (whether written or oral) for any Covered Employee except any benefit payable under a Supplemental Unemployment Benefit Plan and except to the extent embodied in an individually negotiated agreement that provides greater benefits to the Covered Employee.

3.3Accelerated Vesting of Certain Equity Compensation.  Notwithstanding anything to the contrary in any equity compensation plan, agreement thereunder or amendment to either, if within eighteen months of the start date of a new Chief Executive Officer of Iron Mountain Incorporated who replaces C. Richard Reese a Covered Employee experiences a Qualifying Termination, all outstanding equity-based awards then held by the Covered Employee, including but not limited to all stock options, restricted stock units and performance units to the extent the applicable “Performance Period” (as defined in the performance unit) has been completed (“Earned Performance Unit”), shall be credited with an additional twelve months of vesting service as of the date of the Qualifying Termination.  If an Earned Performance Unit shall not be 100% vested after the application of the preceding sentence, additional vesting service shall be credited as necessary to fully vest the Earned Performance Unit.

In the event of any acceleration of vesting under the preceding paragraph as well as upon a change in control (including a Vesting Change in Control) under any of Iron Mountain’s equity compensation plans, duplicative vesting service shall not be credited (but the most generous of any multiple vesting service crediting provisions shall apply).

3.4Time and Manner of Benefits.

(a)No Severance Benefits will be paid or provided under the Severance Plan unless the Covered Employee has signed and timely returned, and not revoked, if applicable, a “Separation and Release Agreement” and an “Employee Confidentiality and Non-Competition Agreement,” each as defined in the Severance Plan and each in a form satisfactory to Iron Mountain.  These agreements will, among other things, provide for a release for all claims and damages that the Covered Employee may have in connection with or arising out of his or her employment or the termination of employment with Iron Mountain.

(b)Severance Pay will be paid in equal installments over the Severance Period in accordance with the Covered Employee’s regular payroll intervals prior to the Qualifying Termination and will be subject to applicable withholding.  Payments will commence as of the first regular payroll date following the Qualifying Termination; provided, however, that no payment will be made earlier than the sixtieth day following a Qualifying Termination; and provided, further, that any applicable revocation period

3

under a Separation and Release Agreement will have expired before any payment.  Iron Mountain may also deduct any amounts owed by the Covered Employee to the extent permitted by applicable law.

(c)Severance Pay will be reduced by any other severance or termination payments due to a Covered Employee (such as a payment required pursuant to a Supplemental Unemployment Benefits Plan or WARN), any amounts owed a Covered Employee pursuant to a contract with Iron Mountain and amounts paid to a Covered Employee placed in a temporary layoff status (often referred to as a furlough).  Severance Pay will also be reduced to the extent any law provides for payments related to accrued wages, bonuses, commissions, reimbursements, vacation pay or other benefits in an amount or manner greater than Iron Mountain’s policies and programs, including the Severance Plan.

(d)If a Covered Employee is later rehired by Iron Mountain, he or she may keep whatever Severance Pay has been paid prior to being rehired, but will lose any right to unpaid Severance Pay.

(e)It may be necessary to delay one or more of the payments otherwise due hereunder to avoid adverse income tax consequences under Internal Revenue Code Section 409A.  The Administrator will notify you in the event this is necessary.

3.5Amendment.  The Administrator retains the right to amend this Program (and the Plan to the extent applicable to this Program) but no amendment shall diminish the rights of a Covered Employee hereunder as they may exist immediately before the effective date of the amendment without the written consent of the Covered Employee.

4

EX-10.3

Exhibit 10.3

IRON MOUNTAIN INCORPORATED

Compensation Plan for Non-Employee Directors

Restatement Date	As of January 1, 2012
Eligibility	All non-employee Directors
Annual Board Retainer	$70,000 per year; paid in advance in quarterly installments
Annual Committee Retainers	In addition to the Annual Board Retainer, a $10,000 per year retainer for members of the Audit Committee, Strategic Review Special Committee or CEO Search Committee, a $7,500 per year retainer for members of the Compensation Committee, Strategic Planning and Capital Allocation or Nominating and Governance Committees; in each case paid in advance in quarterly installments.
Annual Chair Retainers	In addition to the Annual Board Retainer and any Annual Committee Retainers, a $15,000 per year retainer for acting as Chair of the Audit Committee; a $10,000 per year retainer for acting as Chair of the Compensation Committee, an $8,000 per year retainer for acting as the Chair of the Strategic Planning and Capital Allocation, CEO Search or Nominating and Governance Committees; and a $25,000 per year retainer for acting as the Lead Independent Director; in each case paid in advance in quarterly installments
Pro Rata Portion of Retainers	A non-employee Director shall be entitled to retain the portion of the Annual, Committee and Chair Retainers (as applicable) paid with respect to the quarter in which he or she ceases to be a non-employee Director or serve on a Committee or as a Chair or Lead Independent Director, but shall not be entitled to any further portion of the Retainer(s)
Meeting Expenses	Reimbursement for all normal travel expenses to attend meetings; reimbursements due shall be paid promptly after the end of each quarter, subject to timely receipt of each director’s expense documentation
Group Insurance Benefits	Iron Mountain’s group medical and dental benefits (single or family) are available to non-employee Directors, but they must pay the current employee contribution rate in effect for such coverage; group life, AD&D, STD and LTD coverage are not available to non-employee Directors
Amount of Stock Grant	A stock grant in the form of restricted stock units will be made of that number of whole shares of Iron Mountain Incorporated common stock determined by dividing $125,000 by the stock’s “fair market value” (as determined under the Iron Mountain Incorporated 2002 Stock Incentive Plan) on the date of grant
Timing of Stock Grants	To be made annually to all non-employee Directors as of the first Board meeting following the annual meeting of stockholders;

	newly elected non-employee Directors receive a pro-rated grant on the date of their election or appointment to the Board
Vesting of Stock Grants	100% on the one year anniversary of grant (or, if earlier, the annual meeting of stockholders that is closest to the one year anniversary)
Purchase Price of Stock Grants	$0.01
Restrictions on Transfer of Common Stock	None once vested; prior to vesting transfer is subject to restrictions set forth in the Iron Mountain Incorporated 2002 Stock Incentive Plan
SEC Considerations	Grants will generally be made under the Iron Mountain Incorporated 2002 Stock Incentive Plan, the shares of each of which are registered on Form S-8; insider trading restrictions and short-swing profit rules of the Securities Exchange Act of 1934 apply
Taxation of Stock Grants	Non-employee Directors pay ordinary income tax (and SECA tax) at time of vesting, which (except as described below) will also coincide with the delivery of shares, on the fair market value of the shares on date of vesting; Iron Mountain receives a corresponding tax deduction at that time
Election to Defer Retainers	Non-employee Directors may elect to defer some or all of their Retainer fees paid in cash under the Iron Mountain Incorporated Directors Deferred Compensation Plan; deferrals will be invested in phantom shares equal in value to Iron Mountain common stock; deferral elections must be made by December 31 of the year prior to the year in which the fees are earned (or within 30 days of becoming eligible for the Plan); amounts will be subject to ordinary income tax when distributed (at a time elected by the non-employee Director)
Election to Defer Stock Grants	Non-employee Directors may elect to defer some or all of their stock grant under the Iron Mountain Incorporated Directors Deferred Compensation Plan; at vesting, the Director’s account will be credited with a number of phantom shares equal to the number of shares that would otherwise have been delivered; deferral elections must be made by December 31 of the year prior to the year in which the grant is made (or within 30 days of becoming eligible for the Plan); amounts will be subject to ordinary income tax when distributed (at a time elected by the non-employee Director)
Adopted: December 1, 2011

2

EX-10.4

Exhibit 10.4

ADDENDUM TO THE EMPLOYMENT CONTRACT
DATED 29 SEPTEMBER, 2011
BETWEEN IRON MOUNTAIN AND MR MARC DUALE

BETWEEN:

IRON MOUNTAIN BPM International, a société à responsabilité limitée incorporated and existing under the laws of the Grand Duchy of Luxembourg, having its registered office at 5, rue Guillaume J. Kroll, L-1882 Luxembourg, Grand Duchy of Luxembourg, registered with the Luxembourg Trade and Companies’ Register under the number B149.917;

Hereinafter referred to as “the Company”;

Hereby represented by Ms Anne Best, Mr Roderick Day and Manfred Schneider in their capacity of Directors (Gérants) of the Company;

AND:

Mr Marc Duale, residing at Rue Villa Hermosa 8, Brussels, 1000, Belgium.;

Hereinafter referred to as the “Employee”;

The Company and the Employee are hereinafter referred to as “the Parties”;

WHEREAS the Employee entered into service of the Iron Mountain Group on 8 May 2006 as President of Iron Mountain Europe, pursuant to an employment contract concluded on 3 May 2006 with Iron Mountain UK Ltd;

WHEREAS, on 16 September 2008, the Employee was appointed as President of Iron Mountain International and on 15 June 2009, the Employee entered into an employment contract with Iron Mountain Belgium S.A., replacing the contract signed on 3 May 2006 with Iron Mountain UK Ltd;

WHEREAS the Employee was seconded to Hong Kong by Iron Mountain Belgium SA, under the conditions set forth in an employment agreement signed on 18 December 2009;

WHEREAS, on 31 December 2010, the employment agreement signed on 18 December 2009 between the Employee and Iron Mountain Belgium SA, as transferred to Iron Mountain BPM, was amended and further transferred to the Company;

WHEREAS, on 29 September 2011, said employment agreement was amended and replaced by a new contract of employment (the “Employment Contract”) signed between the Company and the Employee;

WHEREAS in view of the appointment of the Employee as Director (Gérant) of Iron Mountain BPM SPRL in Belgium under the terms and conditions agreed upon by Parties on 1 October, 2011, the Employment Contract with the Company was suspended in accordance with an agreement dated 1 October, 2011 regarding the suspension of the Employment Contract for the duration of the Employee’s mandate as a Director (Gérant) of Iron Mountain BPM Sprl;

WHEREAS the Employment Contract with the Company, which is currently suspended, will automatically become effective again at the time the Employee will no longer be a Director (Gérant) of Iron Mountain BPM SPRL;

WHEREAS the Company wishes to grant the Employee severance benefits identical to those that are outlined in the Iron Mountain Companies Severance Plan - Severance Program No. 1. (the “Severance Plan”), except to the extent severance benefits under his Employment Contract or applicable Luxembourg law are more favorable;

WHEREAS the purpose of the Severance Plan is to provide transition assistance in the form of severance benefits for the Employee in the event of a Qualifying Termination as defined hereunder.

NOW, THEREFORE THE PARTIES HAVE AGREED AS FOLLOWS:

Article 1: Term of this Addendum

This Addendum to the Employment Contract has been concluded for an unlimited duration.

Article 2: Definitions

“Acquirer(s)” means the person(s) or entity(ies) that acquire(s) the stock or assets of the Company in a Change in Control, and includes persons or entities (a) that directly or indirectly control such person(s) or entity(ies) and (b) that are controlled by or are under direct or indirect common control with such person(s) or entity(ies).

“Administrator” means the Compensation Committee of the Board of Directors of Iron Mountain Incorporated

“Base Salary” means the Employee’s weekly, biweekly or monthly (as applicable) rate of pay as of the date of termination without regard to other forms of compensation, such as overtime, bonuses or equity compensation.

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“Cause” means any gross misconduct which would immediately and definitely render impossible the continuation of the Employment Contract, including, without limiting the generality of the foregoing, cases where (a) The Employee commits a fraud, embezzlement or theft against Iron Mountain Group; (b) the Employee is convicted of, or pleads guilty or does not contest to, a felony; (c) the Employer breaches a fiduciary duty owed to Iron Mountain; (d) the Employee materially breaches any material policy of Iron Mountain, including but not limited to the Code of Ethics and Business Conduct or the Iron Mountain Statement of Insider Trading Policy; (e) the Employee wilfully fails to perform his material assigned duties (other than by reason of illness); or (f) the Employee commits an act of gross negligence, engages in wilful misconduct or otherwise acts with wilful disregard for the best interests of Iron Mountain.

“Change in Control”  means the happening of any of the following:

(a)When any “person,” as such term is used in Sections 13(d) and 14(d) of the U.S. Securities Exchange Act of 1934 (“Exchange Act”), other than (i) Iron Mountain Incorporated, (ii) a subsidiary of Iron Mountain Incorporated, (iii) an Iron Mountain employee benefit plan, including any trustee of such plan acting as a trustee, or (iv) the Employee, or a “group” (as such term is used in Section 13(d)(3) of the Exchange Act) which includes the Employee, is or becomes the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of Iron Mountain Incorporated representing fifty percent or more of the combined voting power of Iron Mountain Incorporated’s then outstanding securities entitled to vote generally in the election of directors; or

(b)The effective date:  (i) of a merger or consolidation of Iron Mountain Incorporated with any other third party, other than a merger or consolidation that would result in the voting securities of Iron Mountain Incorporated outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or the entity that controls such surviving entity) at least fifty percent of the total voting power represented by the voting securities of Iron Mountain Incorporated, such surviving entity or the entity that controls such surviving entity outstanding immediately after such merger or consolidation; or (ii) of the sale or disposition of Iron Mountain Incorporated of all or substantially all or of Iron Mountain Incorporated’s assets; or

(c)Individuals who on the Effective Date constituted the Board of Directors of Iron Mountain Incorporated (together with any new directors whose election to the Board of Directors, or whose nomination for election by the stockholders, was approved by a vote of two-thirds of the directors then in office who were either directors at the beginning of such period or whose election or nomination was previously so approved) cease to constitute a majority of the Board of Directors of Iron Mountain Incorporated then in office.

“Employee Confidentiality and Non-Competition Agreement” means an acknowledgement, in a form satisfactory to Iron Mountain, that reaffirms the Participant’s obligations under Sections 13, 15, 16, 17 and 18 of his Employment Agreement.

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“Good Reason” means that Iron Mountain has, without the Employee’s consent (and after notice and opportunity for correction), (a) materially diminished the sum of his base compensation plus target non-equity incentive compensation, (b) required the Employee to be based at an office or primary work location that is greater than fifty miles from his current office or primary work location or (c) materially diminished the Employee’s responsibilities and/or assigned the Employee to duties and responsibilities that are generally inconsistent with his position with Iron Mountain prior to the change.  A termination for Good Reason must occur within six months of the Good Reason event but before a termination for Good Reason can be considered to be a Qualifying Termination, the Employee must provide the Administrator with notice within ninety days of the existence of the Good Reason event and the Company shall have thirty days within which to remedy the issue.

“Iron Mountain” means the Company and any company of the Iron Mountain group of companies controlled by Iron Mountain Incorporated.

“Qualifying Termination” means (a) the termination of the Employee’s employment by Iron Mountain solely as a result of Iron Mountain’s elimination of his job or position or for one or more reasons that do not constitute Cause or (b) the termination of the Employee’s employment by the Employee for Good Reason if the termination occurs within up to six months of the Good Reason event and the Employee provides the Administrator with notice within ninety days of the existence of the Good Reason event. In this event, Iron Mountain shall have thirty days within which to remedy the issue.

“Separation and Release Agreement” means an agreement and general release, in a form satisfactory to the Company, that releases and forever discharges the Company and its affiliates, officers, employees and directors from all claims and damages that the Participant may have in connection with or arising out of his or her employment or the termination of employment with Iron Mountain.

“Severance Benefits” means the benefits granted to the Employee under this Addendum.

The “Severance Period” means the fifty-two week period following the Employee’s Qualifying Termination.

“SUB Pay Plan” means the Iron Mountain Information Management, Inc. Supplemental Unemployment Benefits Plan and Summary Plan Description for Salaried Employees and the Iron Mountain Information Management, Inc. Supplemental Unemployment Benefits Plan and Summary Plan Description for Hourly Employees, each as amended and in effect from time to time.

Article 3: Conditions relating to the granting of Severance Benefits

3.1The Employee must not have notified Iron Mountain (whether orally or in writing) of his intention to terminate employment with Iron Mountain for any reason (including, by way of illustration and not limitation, voluntary resignation, normal retirement or early retirement) prior to Iron Mountain’s announcement of the proposed Qualifying Termination and effective as of a date within three months of the proposed Qualifying Termination (other than a notice provided by the Employee in the case of a termination for Good Reason).

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3.2The Employee must not be on any statutorily protected leave of absence or otherwise absent from work and must be regularly performing services for Iron Mountain as of the date of the Qualifying Termination.

3.3No Severance Benefits will be paid or provided under this Addendum unless the Employee has signed and timely returned, and not revoked, if applicable, a “Separation and Release Agreement” and an “Employee Confidentiality and Non-Competition Agreement”,  each in a form satisfactory to Iron Mountain.

3.4Unless required otherwise under applicable Luxembourg law, Severance Pay will be paid in equal instalments over the Severance Period in accordance with the Employee’s regular payroll intervals prior to the Qualifying Termination and will be subject to applicable withholding.  Payments will commence as of the first regular payroll date following the Qualifying Termination; provided, however, that no payment will be made earlier than the sixtieth day following a Qualifying Termination; and provided, further, that any applicable revocation period under a Separation and Release Agreement will have expired before any payment.  Iron Mountain may also deduct any amounts owed by the Employee to the extent permitted by applicable law.

3.5Severance Pay will be reduced by any other severance or termination payments due to the Employee (such as, if applicable, a payment required pursuant to a Supplemental Unemployment Benefits Plan or U.S. WARN Act), any amounts owed the Employee pursuant to a contract with Iron Mountain and amounts paid to the Employee placed in a temporary layoff status (often referred to as a furlough).  Severance Pay will also be reduced to the extent any law provides for payments related to accrued wages, bonuses, commissions, reimbursements, vacation pay or other benefits in an amount or manner greater than Iron Mountain’s policies and programs, including the Severance Plan.

3.6If the Employee is later rehired by Iron Mountain, he may keep whatever Severance Pay has been paid prior to being rehired, but will lose any right to unpaid Severance Pay.

3.7It may be necessary to delay one or more of the payments otherwise due hereunder to avoid adverse income tax consequences.  The Administrator will notify the Employee in the event this is necessary.

Article 4: Severance Arrangements

4.1              Severance Pay

The amount of Severance Pay payable if the Employee experiences a “Qualifying Termination” is based on the Employee’s “Base Salary” and “Target Bonus Payment,” and the “Severance Period,” each as defined herein or below.

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a)           One year’s salary continuation

If the Employee experiences a Qualifying Termination, he will receive an amount equal to fifty-two weeks of Base Salary or that number of weeks that remain between the Qualifying Termination and a previously announced termination date by the Employee.

b)           Bonus Payment

If the Employee experiences a Qualifying Termination, he will also receive a Target Bonus Payment equal to the amount of the annual target bonus that would have been paid had he remained employed for the entire year of termination multiplied by his average pay-out percentage based upon financial performance and individual performance goals over the prior three years (or full years of employment if not employed for a full three years). The Employee refers to his Incentive Compensation Plan document for specific component details when applicable. (If the annual bonus for the year of termination has not yet been determined as of the Employee’s termination, the annual target bonus for the prior year shall be used.)

Example:  Assuming the Employee is eligible for an annual bonus for 2013 equal to 60% of his Base Salary, which is currently $500,000.  Over the last three years, the Employee has received a 90% payout.  the Employee is terminated October 19, 2013.  the Employee is entitled to a bonus of $270,000 ($500,000 [Base Salary] times 60% [bonus amount] times 90% [three-year payout percentage]).

4.2              Other Benefits

4.2.1As long as the Employee who experiences a Qualifying Termination has not breached the “Separation and Release Agreement” and the “Employment Confidentiality and Non-Competition Agreement” and provided the Employee elects to continue “the Company’s International Medical Insurance Plan”, Iron Mountain will continue to pay the employer share of the cost of coverage in accordance with standard payment practices until the end of the applicable Severance Period.  The Employee must continue to pay the employee share of the cost of coverage during the Severance Period.

4.2.2If the Employee experiences a Qualifying Termination, he is eligible for outplacement services through a provider selected by Iron Mountain for a period of nine months following termination.

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4.3              Accelerated Vesting of Certain Equity Compensation

Notwithstanding anything to the contrary in any equity compensation plan, agreement thereunder or amendment to either, if within eighteen months of the start date of a new Chief Executive Officer of Iron Mountain Incorporated who replaces C. Richard Reese, the Employee experiences a Qualifying Termination, all outstanding equity-based awards then held by the Employee, including but not limited to all stock options, restricted stock units and performance units to the extent the applicable “Performance Period” (as defined in the performance unit) has been completed (“Earned Performance Unit”), shall be credited with an additional twelve months of vesting service as of the date of the Qualifying Termination.  If an Earned Performance Unit shall not be 100% vested after the application of the preceding sentence, additional vesting service shall be credited as necessary to full vest the Earned Performance Unit.(1)

In the event of any acceleration of vesting under the preceding paragraph as well as upon a change in control (including a Vesting Change in Control) under any of Iron Mountain’s equity compensation plans, only a total of twelve months (or such other amount as shall be necessary for an Earned Performance Unit) of accelerated vesting shall apply.

Article 5: Time and Manner of Payment

5.1Payments of Severance Pay will be made in equal instalments over the Severance Period in accordance with Iron Mountain’s regular payroll intervals applicable to the Employee immediately prior to the Qualifying Termination.  Such payments will commence as of the first regular payroll date following the Qualifying Termination; provided, however, that no payment will be made earlier than the sixtieth day following a Qualifying Termination and provided, further, that any applicable revocation period will have expired before any payment.

5.2All Severance Benefits shall be subject to applicable federal, state, local and other tax withholding as required by law.

5.3Any payments due hereunder for Severance Pay shall be reduced by any other severance or termination payment due to the Employee, including, by way of illustration and not limitation, any amounts paid pursuant to federal, state or local government worker notification or office closing requirements, any amounts paid pursuant to a SUB Pay Plan, any amounts owed the Employee pursuant to a contract with Iron Mountain and amounts paid to the Employee when placed in a temporary layoff status (often referred to as a furlough), which immediately precedes the commencement of Severance Benefits hereunder.  In addition, to the extent any federal, state or local government regulation provides for payments related to accrued wages, bonuses, commissions, reimbursements, vacation pay or other benefits in an amount or manner different from Iron Mountain’s policies and programs, including this Plan, any payments hereunder for Severance Pay shall be offset by such amounts.

(1)Vesting acceleration of an Earned Performance Unit shall not, however, accelerate the delivery date of any underlying shares.

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5.4If the Employee is reinstated, he will not be required to reimburse Iron Mountain or an Acquirer for any payments received hereunder prior to being rehired.  Any unpaid Severance Pay will be forfeited upon the Employee’s rehire by Iron Mountain or an Acquirer.(2)

5.5If the Employee receives payments hereunder for Severance Pay he shall not be required to mitigate the amount of any such payments by seeking other employment or otherwise, and subject to rehire, no such payment shall be offset or reduced by the amount of any compensation provided to the Employee in any subsequent employment.

5.6In addition to the Severance Benefits under this Plan, the Employee who experiences a Qualifying Termination shall be entitled to:  (a) accrued wages due through the date of the Qualifying Termination in accordance with Iron Mountain’s normal payroll practices; (b) any accrued but unused vacation pay; and (c) reimbursement for any unreimbursed business expenses properly incurred by the Employee prior to the date of the Qualifying Termination in accordance with Iron Mountain’s policy (and for which the Participant has submitted any required documentation).  In addition, when the Employee is subject to a commission plan or arrangement he shall receive all commissions properly earned, but not yet paid, in accordance with the terms of such plan or arrangement.  All payments shall be subject to proper tax withholding.

5.7Iron Mountain may deduct (after all applicable tax withholdings have been deducted) from payments hereunder any indebtedness, obligation or liability owed by the Employee as of his date of termination, as permitted under applicable law.

Article 6: Applicable law

This Addendum to the Employment Contract is governed by Luxembourg law and any dispute concerning the interpretation, execution and/or termination of this Addendum must be resolved under Luxembourg law.

Article 7: Administrator’s rights

The Administrator retains the right to amend the provisions of this Addendum but no amendment shall diminish the rights of the Employee hereunder as they may exist immediately before the effective date of the amendment without the written consent of the Employee.

Article 8: Severability

If any provision of this Addendum or part of a provision is declared null and void or contrary to a mandatory legal provision in force, the remaining provisions of this Addendum shall not be automatically made null and void and shall consequently retain their validity.

(2)Note, however, that any vesting acceleration is not “recouped.”

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Article 9: Existing agreements - Luxembourg law provisions

This Addendum to the Employment Contract replaces the provisions of all existing agreements relating to severance arrangements concluded between the Employee and the Company without prejudice, however, to the Luxembourg mandatory and/or public order rules and provided that if the Employee’s severance rights or benefits under an existing agreement or under Luxembourg law are more favourable to the Employee than those provided under this Addendum, the provisions of the existing agreement or the provisions of Luxembourg law shall prevail.

All provisions of the Employment Contract not amended by this Addendum, shall remain unamended and in force.

***

Signed on 19 March 2012, both parties acknowledging receipt of an original copy of this Adendum, duly signed by both parties.

(read and approved)	(read and approved)
For the Company	For the Employee
/s/ Roderick Day	/s/ Marc Duale
Mr Roderick Day	Mr Marc Duale
Director
/s/ Anne Best
Ms Anne Best
Director
/s/ Manfred Schneider
Mr Manfred Schneider
Director

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CONTRACT OF EMPLOYMENT

Between

Iron Mountain BPM International Sarl

And

Mr Marc DUALE

Indefinite duration employment contract

Between on the one hand:

Iron Mountain BPM International Sarl, a société à responsabilité limitée incorporated and existing under the laws of the Grand Duchy of Luxembourg, having its registered office at 5, rue Guillaume J. Kroll, L-1882 Luxembourg, Grand Duchy of Luxembourg, registered with the Luxembourg Trade and Companies’ Register under the number B149.917, duly represented for the purposes thereof by Anne Best and Roderick Day, acting their capacity as Directors (gérants),

hereafter referred to as the “Employer” or the “Company”,

And on the other hand:

Mr Marc DUALE, French citizen, born on 10 September 1952 in Alger (Algeria), residing at Unit G, Level 11, Tower 6, Kowloon, Hong Kong,

hereafter referred to as the “Employee”.

WHEREAS,

The Employee entered into the service of the Iron Mountain Group on 8 May 2006 as President of Iron Mountain Europe, pursuant to an employment contract concluded on 3 May 2006 with Iron Mountain UK Ltd.

On 16 September 2008, the Employee was appointed as President of Iron Mountain International.

On 15 June 2009, the Employee entered into an employment contract with Iron Mountain Belgium SA, replacing the employment contract concluded on 3 May 2006 with Iron Mountain UK Ltd.

At the same date, the Employee was seconded to Hong-Kong by Iron Mountain Belgium, under the conditions set forth in the employment contract concluded between the Employee and Iron Mountain Belgium on 18 December 2009.

After the incorporation of Iron Mountain BPM in Belgium on 10 December 2009, the employment contract concluded on 18 December 2009 between the Employee and Iron Mountain Belgium SA was transferred to Iron Mountain BPM which has maintained the Employee’s secondment to Hong-Kong. Immediately after the incorporation of Iron Mountain BPM, the Employee was appointed as one of the Directors (gérants / zaakvoerdesr) of Iron Mountain BPM.

On 31 December 2010, the Employee resigned from his mandate as a director (Gérant / zaakvoerder) of Iron Mountain BPM and Iron Mountain Belgium. Pursuant to a certain Agreement on the transfer of the employment contract concluded on 31 December 2010 between Iron Mountain BPM, Iron Mountain BPM International and the Employee, the employment contract concluded between the Employee and Iron Mountain Belgium on 18 December 2009, which was first transferred to Iron Mountain BPM, was then transferred to the Employer.

The purpose of this contract of employment is to amend and replace the employment contract signed on 18 December 2009 between the Employee and Iron Mountain Belgium, as transferred

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to Iron Mountain BPM and then further amended and transferred to Iron Mountain BPM International under the Agreement on the transfer of the employment contract dated 31 December 2010 between the Employee, Iron Mountain BPM and Iron Mountain BPM International, concluded between the Employee and Iron Mountain Belgium on 18 December 2009, as amended on 31 December 2010.

Now, therefore, the Parties have agreed as follows:

1. Terms of employment

The present employment contract (the “Contract”) is concluded for an unlimited duration commencing on 30th September 2011.

2. Seniority

The Employer acknowledges that it shall take into account the length of service of the Employee (within the Iron Mountain Group) for the purpose of the calculation of the seniority of the Employee in the Company

The Employee’s seniority with the Employer is recognized as from 8 May 2006.

3. Job title / Functions

The Employee is engaged in the capacity of President, Iron Mountain International.

The Employee’s function shall notably include the following tasks:

To lead Iron Mountain’s International business, including determining the strategic vision and the management and total profitability of the business;

To develop and gain agreement for the overall strategy and direction for Iron Mountain’s International operations, ensuring agreement with the Board of Iron Mountain Inc and alignment with the overall direction for the Enterprise;

To establish and agree current and long term objectives for the development of the IMI business, including financial targets, in conjunction with the Regional Heads and in line with the overall strategy for Iron Mountain International;

To engage with the senior leadership of Iron Mountain International through regular communications and take an active part in talent assessment and succession planning for the senior positions in the business;

To represent Iron Mountain International on the main Board of Iron Mountain Inc and contribute to the broader strategic development and decision making for the wider enterprise;

To represent, from time to time, Iron Mountain with major customers, suppliers, commercial and investment groups and professional bodies.

The Employee shall exercise all tasks which directly or indirectly are necessary or useful to the performance of his function.

Within the framework of his duties, the Employee shall report to the Chief Executive Officer of Iron Mountain Incorporated or to any other person appointed by the latter.

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The Employee shall accept all changes regarding the persons to whom he must report or from whom he receives his instructions. Such changes shall under no circumstances be regarded as having altered an essential element of his Contract.

4. Workplace

The Employee shall carry out his duties at the Company’s registered office located at 5, rue Guillaume J. Kroll, L-1882 Luxembourg, Grand Duchy of Luxembourg. The Employee shall travel as will be deemed necessary to ensure the proper performance of the Contract both within the Grand Duchy of Luxembourg and abroad. The Company shall have the right to change the location of the workplace to any other place within the Grand Duchy of Luxembourg required by the Company’s interests. The Employee expressly acknowledges that the workplace can not be regarded as an essential element of the Contract.

5. Duration of working hours

The normal duration of work is equal to 8 hours per day and 40 hours per week which shall be performed on 5 days.

The performance of the working hours shall follow the work schedule indicated hereafter: from Monday to Friday: between 9 a.m. and 6 p.m. with one hour break. The Employer shall be entitled to modify this work schedule according to the needs of the Company.

Considering the functions and responsibilities attributed to the Employee, he is considered being a senior executive in the sense of article L.162-8 (3) of the Labor Code. Consequently, the legal and contractual provisions with respect to the normal duration of working hours, Sunday work and work on legal holidays, as well as those concerning the increase of remuneration for overtime, Sunday work and work on legal holidays are not applicable to the Employee.

6. Remuneration

Salary

The Employee’s base salary will be EUR 517,830 per annum (with the index applicable on the day of the entering into force of the Contract) and paid in 12 installments.

The Employee’s salary will be paid into the Employee’s nominated bank account on the 28th day of each month or the Friday before if the 28th falls on a Saturday and the Monday thereafter if it falls on a Sunday, after deduction of any social security contributions and payroll taxes provided by the law.

Executive Bonus Scheme

The Employee’s total annual incentive compensation opportunity will be 80% of his eligible earnings. The Employee’s incentive compensation is comprised of several components. The Employee refers to his Incentive Compensation Plan document for specific component details, when applicable.

The plan will be payable annually, as soon as practically possible following the calendar year end, subject to the completion of financial reporting and approval processes. To receive payment, the Employee must be actively employed at the time of payment.

The Company reserves the right to review this plan, normally on an annual basis.

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The payment of this gratification is a discretionary option for the Employer. The regular and constant payment, even general, of a gratification, notwithstanding the number of years during which this gratification was given, can not create a vested right in favor of the Employee.

Car / Car Allowance

The Employee will have a car allowance up to a maximum of EUR 24,981 per year. The Employee will also have a fuel allowance of EUR 2,498 per annum.

7. Currency

All payments made for and after the execution of this Agreement will be paid in Euros (€).

8. Holidays

In addition to the Luxembourg legal public holidays, the Employee’s entitlement will be 25 days per annum

The timing of any holiday shall have to be agreed upon by the Employer. The Employee shall comply with the essential interests of the Employer and the other employees.

Holidays shall be taken during the course of the calendar year. However, should circumstances related to the needs of the Company not allow the Employee to take all his holidays, the remaining holidays at the end of the calendar year may exceptionally be carried forward until March 31 of the following year. After this date, the untaken holidays shall be lost.

9. Sickness

In case of incapacity arising from illness or accident and in the event of an extension of this initial disability period, the Employee will warn the Company immediately.

In addition, at the latest by the close of the third day of work disability, the Employee is required to provide the Company with a medical certificate stating the beginning and the expected duration of disability.

Any unjustified absence may be regarded by the Company as a serious cause justifying the termination of the Contract without prior notice nor indemnity.

Upon request of the Employer, the Employee shall be submitted to a medical examination carried out by a doctor appointed by the Employer.

10. Discretionary Benefits

Life Assurance: The Company will provide life assurance cover equivalent to 4 times the amount of the Employee’s basic annual salary

Medical Insurance: The Employee will join the Company’s International Medical Insurance Plan through CIGNA. Full family cover will remain available.

Stock Options: The Employee has participated in the Iron Mountain 2002 Stock Option Plan and the Employee’s entitlement in this respect remains unchanged.

Tax Assistance: The Employee will be liable for his personal taxes and the filing of his tax returns. The Company will reimburse the cost of annual tax returns declarations up to an annual expense not to exceed EUR 6,700. To assist the Employer in satisfying its tax reporting obligations in the

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various jurisdictions in which the Employee works, the Employee agrees to provide Iron Mountain Incorporated’s Vice President of Compensation & Benefits with a report in the first month of each calendar quarter providing the allocation of days per jurisdiction in the preceding quarter.

11. Termination

The present Contract may be terminated by each party in accordance with the provisions of the Luxembourg labour law code, especially its articles L.124-1 to L.124-13.

Except in the case of gross misconduct, the Contract may be terminated by the parties by observing a notice period determined as follows:

In the event of dismissal: 4 months minimum. This period shall be increased by a further period of 3 months at the beginning of each period of 5 years service with the same employer.

In the event of resignation (unless agreed to be less with the Company):

· 1 month if the Employee’s seniority is less than 5 years;

· 2 months if the Employee’s continued seniority is equal to or more than 5 and less than 10 years;

· 3 months if the Employee’s continued seniority is equal to or more than 10 years

Bonus payments will be made at the discretion of the Compensation Committee of Iron Mountain Incorporated.

The Employee will at any time upon request; and in any event upon the termination of his employment, return to the Company all Company property in your possession or under his control including computer hardware, documents, disks and tapes. On leaving the Company the Employee will also be required to advise his line Manager of all access codes and passwords within his knowledge, which relate to his employment with the Company.

Upon the termination of the Employee’s employment with the Employer, the Employee will return to the Employer all its property, including, without limitation, keys, telephones, computers, PDAs, documents, records, electronic data and files, notes, papers, reports and customer lists, and shall not keep originals or copies of such property, regardless of the medium on which it is stored.

12. Conflict of Interest

The Employee should not, directly or indirectly, engage in any other business activity or be concerned in any other business which is similar to or competes with that carried out by the Company.

The Employee must seek written consent from the Chief Executive Officer of Iron Mountain Incorporated before he becomes involved in a business capacity with any competitor, supplier or customer in circumstances which could be perceived to compromise his position with the Company. The Employee must also inform the Chief Executive Officer of Iron Mountain Incorporated should any of his immediate family members become so involved.

13. Confidentiality

The Employee shall carefully guard and keep confidential all information concerning the business, contemplated future business, prospects and any other affairs of the Employer that the Employer regards as confidential, proprietary or private in nature, whether or not so labeled (hereafter, “Confidential Information”).

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The Employee acknowledges and agrees that (a) the Employer ‘s methods of operation, software and computer programs developed by or for the Employer for use in its business, the identity of customers and prospects, pricing and marketing strategies, service offerings and sales techniques, and other forms of non-public information developed or used by the Employer and maintained on a confidential basis, constitute Confidential Information and are highly valuable to the Employer: (b) the Employee’s unauthorized disclosure or use of Confidential Information could irreparably damage the Employer; and (c) as an employee of the Employer, the Employee has or will have access to (and receive compensation from the Employer to use, develop and/or contribute to the development of) such Confidential Information.

14. Personal data

The Employer undertakes to handle the personal data with respect to the Employee in accordance with the law dated of 2 August 2002 on the protection of persons with regard to the processing of personal data, as amended.

The personal data related to the Employee and communicated to the Employer for the sake of the Contract (hereafter the “Data”) may be processed on a Data processing medium or any other medium, so that the Employer in particular may be able to execute the Contract and to comply with his legal obligations.

The Data may be also communicated to third parties, located in Luxembourg or abroad, insofar as this communication is necessary to comply with the Employer’s legal obligations or to execute the Contract.

The Employer undertakes not to use this Data for purposes other than those for which it has been collected and such information shall not be stored for a period longer than necessary for the realization of such purposes.

The Employee has the right to access the Data concerning him, has the right to correction in the case of the Data being incorrect, and subject to the motivation by means of predominant and legitimate reasons, has the right to oppose to the collection of this Data. In order to enforce these rights, the Employee shall be able to contact the Head of the Human Resources of the Company.

The communication by the Employee of the personal Data mentioned in the present article is compulsory. Any modification of the Data shall be notified to the Employer as soon as possible.

15. Disclosure of Information

The Employee may not disclose to any person or organization any Confidential or proprietary information acquired by him in the course of his employment. This includes any information which the Company considers confidential (e.g. business plans, projects, products and processes; or details of its current or prospective customers) and the disclosure of which may damage the interests of the Company or any actual or potential customer.

Where the Employee’s work involves matters which are confidential or secret to the Company or its customers or involves entering customer premises where security checks are required, the Employee may be required to provide further particulars to the Company or relevant party as the Company may direct in order to undergo the appropriate checks in accordance with the law dated of 2 August 2002 on the protection of persons with regard to the processing of personal data, as amended.

In addition the Employee must also keep confidential at all times any personal data held by the Company to which he may have access.

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16. Non-Competition

For two years from his effective departure from the Company, the Employee shall refrain from carrying out with or without consideration, occasionally or regularly, any business (either personally or by entering into service of another employer) which activity or services might be considered as competitive vis-à-vis the Employer.

This obligation:

1.is applicable to activities similar to those exercised by the Employee with the Employer; this includes amongst other activities of the following entities: Brambles Limited, Cintas Corporation, Dell Inc, Fujitsu, Hewlett Packard Company, International Business Machines, Canon, Oce Business Services, Oracle Crop, Pitney Bowes Inc, Recall Corporation, Xerox Corporation. This list is however not limitative;

2.is related to countries; Australia, Belgium, Brazil, Canada, Chile, China, France, Germany, Hong Kong, India, Luxemburg, Mexico, Netherlands, Russia, Spain, the United Kingdom and the United States.

Within 15 days after the termination, the Company may renounce the application of the present non-competition clause. If the Company does not renounce its application, the Employee will be entitled (at the end of this period) to a non competition indemnity equal to the salary he would have earned for 50% of the duration time of the obligation of non-compete. This indemnity has to be calculated based on the current gross monthly remuneration.

In the event of any breach of the present non competition clause by the Employee, the Employee will be bound to refund the sum that the Company will have paid in compliance with this Section 16 and he will furthermore be held to pay an equivalent sum, without prejudice to the Company’s right to prove and claim additional damage.

The Company can at any moment reduce the duration of the present non competition clause. In that case, the aforementioned indemnity will be reduced proportionally.

17. Non-Solicitation

Following employment with the Company and for 12 months following the termination of employment, you shall not, directly or indirectly, on behalf of yourself or any other person or entity, solicit business from any actual or prospective customer or client of the Company or its affiliated companies with which he had contact during the 12 months prior to the termination, nor shall you attempt to induce any such actual or prospective customer or client to terminate its relationship with the Employer or any of its affiliated companies.

Following employment with the Company and for 12 months following the termination of employment, you will not, directly or indirectly, on behalf of yourself or others, hire, attempt to hire, solicit for employment, seek to retain on an independent contractor or consultant basis, or in any way encourage the departure, resignation or other termination of employment of, any employee of the Company or its affiliated companies.

18. Non-Disparagement

During the Employee’s employment with the Employer and for all time thereafter, he will not do any act, engage in any conduct, or make or publish any untrue or misleading statement that will

8

demean or otherwise adversely affect the name, reputation, or business interests of the Employer.

19. Inventions

The Employee shall fully disclose as soon as possible in writing to the Employer all ideas, inventions and developments (including those related to software, computer programs or processes, and including improvements upon existing software or processes), made or conceived by you, solely or jointly with another or others, during his employment with the Employer and relating to any present or contemplated business of the Employer, he acknowledges and agrees that any such ideas, inventions and developments are, and shall remain, the exclusive property of the Employer. If the idea, inventions or development do not automatically belong to the Employer, the Employee shall assign all author’s rights (including patrimonial and moral rights) to the Employer.

The Employee shall promptly review and execute applications for copyright registration and/or patents of the United States and of such foreign countries as the Employer may elect. for such of the inventions and developments contemplated above as the Employer may direct, which said applications shall be prosecuted at the expense of the Employer by attorneys chosen by the Employer. The Employee shall execute and deliver assignments to the Employer for his entire right, title and interest in and to said inventions and developments and the applications and the letters patent therefore. The Employee shall execute all papers essential or desirable to carry out the spirit and intent hereof, and shall give all reasonable assistance in establishing, protecting, maintaining, and transferring the rights of the Employer in said inventions, developments, applications and letters patent.

20. Use of Company Facilities

Any company property, data, facilities or resources to which you have access during your employment are available solely for business purposes. The Employee agrees that he will not use any such assets or resources or services to which he has access for any other purpose. The Employee is responsible for taking reasonable care of all company property (including data entrusted to the Employee) during his employment.

Access to the Internet is granted to all employees with an appropriate business need. The Employee will be required to adhere to the Iron Mountain Inc policy with regard to the use of the IT equipment and systems to which he is given access. Subsequent failure to comply with this policy may result in disciplinary action.

21. Policies and Procedures

The Employee must comply at all times with the Company’s rules policies and procedures relating to equal opportunities, harassment, health and safety, compliance, external interests and all other rules and procedures introduced by the Company from time to time. For the avoidance of doubt such rules, policies and procedures are not incorporated by reference into this agreement and they can be changed, replaced or withdrawn at any time at the discretion of the Company. Breach of any company rules, policies or procedures may result in disciplinary action.

22. Variation of Contractual Terms and Conditions

These terms and conditions which make up your contract of employment as defined above are subject to amendment or variation by the issue of individual or general statements of those changes to be introduced and to be agreed with the Employee. The Company will give reasonable notice and seek agreement to any such changes.

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23. Entirety of the Contract

This Contract embodies the entirety of the understanding between the Parties on all issues covered by the Contract and replaces all other written or oral commitments, undertakings and agreements that preceded this Contract.

24. Applicable Law / Jurisdiction

For the purposes of this Contract the applicable Law will be Luxembourg Law and if any disputes arise these will be dealt with in the Courts of Luxembourg.

Drawn up in Budapest, Hungary, on 29 September 2011, in duplicate of which each party acknowledges having received one original.

The Company	The Employee
Represented by:
/s/ Anne Best	/s/ Marc Duale
Anne Best
Director (Gérant / Zaakvoerder)
/s/ Roderick Day
Roderick Day
Director (Gérant / Zaakvoerder)

10

Agreement regarding the suspension of the Employment Contract signed on

    /    /

The undersigned :

Iron Mountain BPM International Sàrl, represented by Anne Best and Roderick Day, acting their capacity as Directors (Gérants) henceforth also referred to as “the Company”,

and

Mr. Marc Duale, henceforth referred to as “Mr. Marc Duale”,

state that they have declared and agreed as follows :

1.On 1/1/2011 an Employment Contract between Mr. Marc Duale and the Company has been concluded.

2.The above Employment Contract between Mr. Marc Duale and the Company will be amended as stated below.  The amendments will be effective as from 30 September 2011.

3.In view of the appointment of Mr. Marc Duale as Director (Gérant) of Iron Mountain BPM Sprl in Belgium, the Employment Contract with Iron Mountain BPM International Sàrl in Luxemburg will be suspended for the duration of Mr. Marc Duale’s mandate as a Director (Gérant) of Iron Mountain BPM Sprl.

4.The Employment Contract with Iron Mountain BPM International Sàrl in Luxemburg will automatically become effective again when Mr. Marc Duale will not be a Director (Gérant) of Iron Mountain BPM Sprl anymore. If Mr. Marc Duale’s mandate as Director (Gérant) of Iron Mountain BPM Sprl would however be discontinued by Iron Mountain BPM Sprl for any reason of gross misconduct, such reason shall also properly justify the immediate termination of the Employment Contract.

In case of dispute between the company and Mr. Marc Duale the laws of Luxemburg will apply.

For Iron Mountain BPM International Sàrl	Mr. Marc Duale
/s/ Anne Best	/s/ Marc Duale
Anne Best
Director (Gérant)
/s/ Roderick Day
Roderick Day
Director (Gérant)

TERMS AND CONDITIONS FOR THE OFFICE OF DIRECTOR

 (ZAAKVOERDER / GÉRANT)

- between -

IRON MOUNTAIN BPM SPRL

- and -

Mr. Marc Duale

DATE: 1 OCTOBER 2011

These terms and conditions for the office of Sole Director (Zaakvoerder / Gérant) are agreed upon on 1 October 2011..

BY AND BETWEEN:

1.IRON MOUNTAIN BPM SPRL, having its registered office at Avenue des Arts 20, 5th floor, 1000 Brussels, and registered under company number 821.393.723.; (hereinafter referred to as the “Company”), hereby duly represented by Mr. Roderick Day in his capacity of director (zaakvoerder / gérant) of the Company and as attorney-in-fact appointed by the board of directors (zaakvoerders / gérants) of the Company held on 16 September 2011;

and

2.Mr. Marc Duale, residing at Unit G, Level 11, Tower 6, 1 Austin Road West, Sorrento Kowloon, Hong Kong; (hereinafter referred to as the “Sole Director”);

The Company and the Sole Director are hereinafter collectively referred to as the “Parties” and individually as a “Party”.

WHEREAS:

(A)By decision of the extraordinary general meeting of the sole shareholder of the Company which will be held on 1st October 2011, Mr. Marc Duale will be appointed as remunerated Sole Director (zaakvoerder/gérant) of the Company;

(B)The Parties hereby wish to specify the terms and conditions of said appointment and oh his mandate in this agreement (hereinafter referred to as the “Agreement”).

IT HAS BEEN AGREED AS FOLLOWS:

Article 1 - Task and Responsibilities

1.1The Sole Director will act as Sole Director of the Company as determined by the extraordinary general meeting of the Company and in accordance with the Articles of Association of the Company and the Belgian Companies Code.

1.2The Sole Director will have the powers and responsibilities in accordance with the Belgian Companies Code and the Articles of Association of the Company and will include (i) all daily management services, financial, operational, administrative, commercial and legal aspects of the business operations of the Company and (ii) all related assistance that may be required or requested by the Company.

1.3Each year, the board of directors (gérants) of Iron Mountain BPM International, the sole shareholder of the Company, will unilaterally set forth the objectives and goals to be achieved by the Company. Annex 1 to this Agreement set forth the objectives and goals to be achieved by the Company by the end of the fiscal year ending on 31 December 2012. For the next fiscal years, the board of directors (gérants) of Iron Mountain BPM International will notify in writing to the Sole Director, before the start of each new fiscal year, the goals unilaterally set.

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Article 2 - Obligations of Sole Director

2.1The Sole Director undertakes:

·to assume full responsibility (in accordance with the applicable rules of Belgian company law) for the execution of his mandate;

·to perform his mandate in the best interest of the Company, to the best of his abilities, in a loyal manner and in good faith;

·to communicate to the general meeting of the sole shareholder all information which is pertinent for the Company’s business;

·to take the guidelines that will be issued from time to time by the general meeting into account and to consult with and report to the general meeting on a regular basis in order to assure the coherence of his mandate whilst maintaining all freedom and autonomy in organising the performance of his mandate.

Article 3 - Obligations of the Company

3.1The Company will provide the Sole Director with access to all documents, information and guidelines that are reasonably required for the proper performance of his mandate.

3.2The Company will make, to the extent the mandate is performed at its facilities, an office and administrative assistance available to the Sole Director for the performance of his mandate.

Article 4 - Compensation of the Sole Director

4.1Subject to the availability of the Sole Director for the performance of the mandate as described under Article 2.1, the Sole Director will be entitled to a totalyearly on target compensation of €932,094 determined as follows:

4.1.1The fix part of the yearly compensation will amount to €517,830.

4.1.2Based on reaching the predetermined Company result, as well as the predetermined individual performances, as determined in Annex 1 to this Agreement, the Sole Director could further be entitled to a variable compensation of maximum €414,264, if the general meeting decides to allow the Sole Director to charge such additional compensation.

4.2The yearly fix compensation will be paid in 12 monthly instalments, due by the Company at the latest at the end of each month. The additional compensation, when due, will be payable to the Sole Director by the Company according to the terms and conditions set forth in Annex 2 to this Agreement.

4.3The above compensations include the non-taxable allowances, as calculated according to the technical note issued on the basis of the “Circulaire” of 8 August 1983 concerning the special taxation scheme for foreign executives. These allowances are deemed to cover the following expenses:

·the difference in cost-of-living between Belgium and the Sole Director’s home country;

·the difference in housing cost living between Belgium and the Sole Director’s home country;

·a tax equalization between the two countries.

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The Company will take the necessary actions to apply for the special tax regime. The autonomous decision about the recognition of the application for the special tax regime is taken by the Belgian tax authorities on the basis of the presented file. As a consequence, the non-taxable allowances (mentioned above) will only be included in the Sole Director’s compensation, if the application for the special tax regime has been approved by the Belgian tax authorities.

The Sole Director will keep and produce to the Company all necessary information related to the abovementioned costs in respect to the special tax regime for expatriates in compliance with Belgian legal requirements (such as documents/vouchers justifying his travel to foreign countries in the course of his mandate).

4.4.It is expressly declared and agreed between both Parties that the Sole Director will be available for the performance of his mandate for a minimum of 200 days per calendar year. In case the Sole Director would perform his mandate during less then 200 days, the yearly compensation as determined under Article 4.1 will be prorated;

4.5.The Company will put at the disposal of the Sole Director a company car, the use of which will be subject to the rules as set forth in the car policy in force within the Company.  All costs related to the use and maintenance of this company car will be born by the Company. The Sole Director is entitled to the private use of the company car. This private use will be considered as a benefit in kind and will be treated according to the applicable tax rules in this respect. Alternatively, should the Sole Director opt not to receive the company car, he will be entitled to receive an annual car allowance to the value of €24,981 and an annual fuel allowance to the value of €2,498, both amounts coming on top of the compensation package as defined under Article 4.1

4.6.The Company will take at charge and pay the social security contributions due in the Belgian social security scheme for self-employed workers.

Article 5 - Expenses

5.1.The fixed yearly compensation will cover all other costs incurred by the Sole Director in the framework of the performance of the mandate, with the exception only to the reasonable expenses in relation to business travel and lodging expenses abroad actually incurred or paid by Sole Director in the performance of his duties under this Agreement.

5.2.The Company will pay or reimburse the Sole Director for any such expenses upon presentation of the appropriate supporting documents as the board of directors (gérants) of Iron Mountain BPM International may reasonably require and, if the nature and amount would so require, subject to prior approval by the board of directors (gérants) of Iron Mountain BPM International.

5.3.The expenses will be due to the Sole Director by the Company at the end of each month together with the monthly instalments and will be payable within the same time period as set forth in Article 4 of this Agreement.

Article 6 - Discretionary Benefits

6.1The Company shall make sure that the Sole Director will keep the following discretionary benefits:

·Life Assurance: The Company will provide life assurance cover equivalent to 4 times the amount of the Sole Director’s basic annual salary;

·Medical Insurance: The Sole Director has joined the Company’s International Medical Insurance Plan through CIGNA. Full family cover will remain available;

4

·Stock Options: The Sole Director has participated in the Iron Mountain 2002 Stock Option Plan and the Sole Director’s entitlement in this respect remains unchanged.

·Tax Assistance: The Sole Director will be liable for his personal taxes and the filing of his tax returns. The Company will reimburse the cost of annual tax returns declarations up to an annual expense not to exceed EUR 6,700. To assist the Company in satisfying its tax reporting obligations in the various jurisdictions in which the Sole Director works, the Sole Director agrees to provide Iron Mountain Incorporated’s Vice President of Compensation & Benefits with a report in the first month of each calendar quarter providing the allocation of days per jurisdiction in the preceding quarter.

Article 7 - Duration and Termination

7.1This Agreement is concluded for an undefined period and is effective as of 1 October 2011. It shall be deemed rescinded and thus terminated on the date of termination of the mandate as Sole Director. The provisions of this Agreement which by their nature are intended to survive termination, will remain in effect upon this termination.

7.2Each Party will have the right to terminate this Agreement at all times “ad nutum”, that is to say with immediate effect, without prior notice or indemnification.

Article 8 - Non-compete and non- solicitation undertaking

8.1For two years from his effective departure from the Company, the Sole Director shall refrain from carrying out with or without consideration, occasionally or regularly, any business (either personally or by entering into service of another company) which activity or services might be considered as competitive vis-à-vis the Company. This obligation:

8.1.2is applicable to activities similar to those exercised by the Sole Director with the Company; this includes amongst other activities of the following entities: Cintas Corporation, Fujitsu, International Business Machines, Canon, Oce Business Services, Pitney Bowes Inc, Recall Corporation, Xerox Corporation. This list is however not limitative;

8.2.2is related to countries; Australia, Belgium, Brazil, Canada, Chile, China, France, Germany, Hong Kong, India, Luxemburg, Mexico, Netherlands, Russia, Spain, the United Kingdom and the United States;

Within 15 days following the termination, the Company may waive the application of this non-competition clause. If the Company does not waive its application, the Sole Director will be entitled (at the end of this period) to a non competition indemnity equal to the 50% of the compensation, as determined in Article 4, due for the duration of the non-compete obligation.

In the event of any breach of this non competition clause by the Sole Director, the Sole Director will be bound to refund the sum that the Company will have paid in compliance with this Article 8. The Sole Director will furthermore be held to pay an equivalent sum, without prejudice to the Company’s right to prove and claim additional damage.

The board of directors (gérants)of Iron Mountain BPM International can at any moment reduce the duration of this non-competition clause. In that case, the aforementioned indemnity will be reduced proportionally.

5

8.2Following his mandate as Sole Director of the Company and for 12 months following the termination of this mandate, the Sole Director shall not, directly or indirectly, on his own behalf or on behalf of any other person or entity, solicit business from any actual or prospective customer or client of the Company or its affiliated companies with which the Sole Director had contact during the 12 months prior to the termination of the collaboration, nor shall the Sole Director attempt to induce any such actual or prospective customer or client to terminate its relationship with the Company or any of its affiliated companies.

Following his mandate as Sole Director of the Company and for 12 months following the termination of this mandate, the Sole Director will not, directly or indirectly, on his own behalf of on behalf of any other person or entity, hire, attempt to hire, solicit for employment, seek to retain on an independent contractor or consultant basis, or in any way encourage the departure, resignation or other termination of employment of any employee of the Company or its affiliated companies.

Article 9 - Confidentiality and Proprietary Information

9.1The Sole Director agrees to regard and preserve as confidential all information, whether in writing or in other tangible or intangible form, relating to the business of the Company, or any of the Company’s customers or suppliers that has not previously been publicly released by duly authorized representatives of the Company and will include (but will not be limited to) information encompassed in all proposals, marketing and sales plans, financial information, costs, pricing information, computer programs, consumer information, customer lists, and all methods, concepts, know-how or ideas in or reasonably related to the business of the Company or any of the Company’s customers (hereinafter referred to as “Proprietary Information”) both during the term of this Agreement and thereafter.

9.2The Sole Director will not, without the prior written approval from the board of directors (gérants) of Iron Mountain BPM International, directly or indirectly, use any such proprietary information for his benefit or purposes, nor disclose to others, both during the term of this Agreement and thereafter, except as required for carrying out his mandate as Sole Director of the Company.

9.3The Sole Director agrees not to remove from the premises of the Company or from the premises of any customer of the Company, except to the extent required to perform his mandate or except as specifically authorized in writing by the board of directors (gérants) of Iron Mountain BPM International, any document or object containing or reflecting any Proprietary information.

9.4All Proprietary information and all of the Sole Director’s interest in trade secrets, trademarks, computer programs, customer information, customer lists, employee lists, products, procedures, copyrights, patents and developments, developed by the Sole Director as a result of, or in connection with the activities carried out under this Agreement, will be the property of the Company.

9.5The Sole Director will, upon termination of this Agreement, immediately return to the Company all equipment, software, documents (including documents established by the Sole Director for or in connection with the Company’s business), business information and data of any nature whatsoever which have been made available or established, irrespective of the carrier and without retention of any copies.

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Article 10 - Intellectual Property Rights

10.1The Sole Director explicitly agrees that all inventions, projects, drawings, processes and improvements of any nature whatsoever, including rights on patents, designs, databases, software (or rights on the application for registration of such rights) (hereinafter referred to as the “Intellectual Property Rights”) of which he would become during the term of this Agreement the author or co-author and which relate to the business of the Company, will be the exclusive property of the Company and the Sole Director undertakes to make full and prompt disclosure without compensation of all relevant documents and data in favour of the Company and to provide all necessary co-operation to secure for and / or to assign to the Company all monetary Intellectual Property Rights.

10.2This undertaking to co-operate will remain applicable for a period of two (2) years following the termination of this Agreement.

10.3The compensations as set forth in Article 4.1 of this Agreement will be deemed to cover the Sole Director’s compensation for the Intellectual Property Rights so assigned.

Article 11 - Insurances

11.1The Company will conclude a director’s liability insurance for the benefit of the Sole Director.

11.2The Sole Director can benefit from travel insurance, concluded and paid for by the Company.

Article 12 - Independent Parties

12.1The Sole Director will only be entitled to use the Company trademark and logo subject to the prior written approval by the board of directors (gérants) of Iron Mountain BPM International. The use will only be permitted to perform the mandate with which the Sole Director is entrusted and will need to be accompanied by an indication of the capacity in which the Sole Director acts.

All use of the Company trademarks and logos must immediately cease upon termination of this Agreement.

12.2The Sole Director will diligently comply with all legal and contractual provisions to which he is subject.

The Sole Director will indemnify the Company and the members of the group for all claims that would be made against the Company or the members of the group by any third party or administration because of non-compliance by the Sole Director with any of his legal obligations on the basis of or in relation to this Agreement and the mandate carried out.

12.3The Sole Director shall exercise its mandate in an independent, proper, loyal and efficient manner without any link of subordination between himself and the Company. The Sole Director will perform his mandate in complete freedom and independence towards the Company. He has complete discretion as to the organization of his activities for the good performance of his mandate. He therefore determines in which circumstances and under which conditions (working time, means of work…), he will carry out his mandate.

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Article 13 - Miscellaneous

13.1This Agreement constitutes the entire understanding of the Parties regarding the terms & conditions for the execution of the mandate as Sole Director and supersedes any prior agreements or understandings, written or oral, between the Company and the Sole Director with respect to the subject matter of this Agreement.

13.2If any provisions of this Agreement are held to be invalid or illegal in whole or in part, this Agreement will continue to be valid as to its other provisions and to the remainder of the affected provision. The Parties undertake to replace the invalid provision by a provision having the same effects and objectives.

13.3Any amendment to this Agreement or modification of the obligations of a Party has to be agreed upon in writing by all Parties.

Article 14 - Applicable Law - Competent Courts

14.1This Agreement will be governed by Belgian law.

14.2Any dispute in connection with the conclusion, interpretation or the performance of this Agreement will be submitted to the competent courts of Brussels.

IN WITNESS WHEREOF, the Parties hereto have initialled each page of this Agreement, and have signed and executed this Agreement in two (2) originals on the day and year first written above, and each Party acknowledges the receipt of one original.

(1)IRON MOUNTAIN BPM SPRL

By:	/s/ Roderick Day
	Name: Roderick Day
	Title:   Director

(2)Mr MARC DUALE

/s/ Marc Duale

8

ANNEX 1 to the terms and conditions for the office of Sole Director, concluded on 1 October 2011 between IRON MOUNTAIN BPM SPRL and Mr. Marc Duale

In accordance to Article 4.1.2. of the terms and conditions for the office of Sole Director, concluded on 1 October 2011 between IRON MOUNTAIN BPM SPRL and Mr. Marc Duale, as Sole Director, could be entitled to a variable compensation of maximum €414,264 as determined in Article 4.1 of the afore mentioned terms and conditions as follows:

·67% of the variable compensation is determined based on the Company result The variable allowance linked to the Company result is calculated in function of Iron Mountain International Revenue and EBITDA. The calculation method is recorded in documentation previously communicated to Mr Marc Duale.

·33% of the variable allowance is determined based on the Sole Director’s personal performances included in his 2011 Goals and Objectives previously communicated to Mr Marc Duale.

This Agreement is drawn up in two original copies, of which each party acknowledges having received one fully signed original.

Done in                                                    on                                                   

(1)IRON MOUNTAIN BPM SPRL

By:	/s/ Roderick Day
	Name: Roderick Day
	Title:   Director

(2)Mr MARC DUALE

/s/ Marc Duale

9

ANNEX 2: Terms and conditions for the payment of the additional compensation to Mr. Marc Duale

To be paid into the same bank account(s) as his fixed yearly compensation, or as otherwise directed in writing by Mr. Duale at such time as the Company’s annual incentive compensation payments are made generally to other executives.

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EX-12

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EXHIBIT 12

IRON MOUNTAIN INCORPORATED

STATEMENT OF THE CALCULATION OF RATIO OF EARNINGS TO FIXED CHARGES

(Dollars in thousands)

	Year Ended December 31,										Three Months Ended March 31,
	2007		2008		2009		2010		2011		2011		2012
Earnings:
Income from Continuing Operations before Provision for Income Taxes	$	243,161	$	240,766	$	345,279	$	334,222	$	352,900	$	97,940	$	86,333
Add: Fixed Charges		292,435		309,991		292,860		284,052		286,241		68,962		78,731
	$	535,596	$	550,757	$	638,139	$	618,274	$	639,141	$	166,902	$	165,064
Fixed Charges:
Interest Expense, Net	$	214,147	$	219,989	$	212,545	$	204,559	$	205,256	$	48,618	$	58,784
Interest Portion of Rent Expense		78,288		90,002		80,315		79,493		80,985		20,344		19,947
	$	292,435	$	309,991	$	292,860	$	284,052	$	286,241	$	68,962	$	78,731
Ratio of Earnings to Fixed Charges		1.8x		1.8x		2.2x		2.2x		2.2x		2.4x		2.1x

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EXHIBIT 12

IRON MOUNTAIN INCORPORATED
STATEMENT OF THE CALCULATION OF RATIO OF EARNINGS TO FIXED CHARGES
(Dollars in thousands)

EX-31.1

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EXHIBIT 31.1

CERTIFICATIONS

I, C. Richard Reese, certify that:

1.

I have reviewed this quarterly report on Form 10-Q of Iron Mountain Incorporated;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.

The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)

Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)

Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.

The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: May 10, 2012

/s/ C. RICHARD REESE

C. Richard Reese

Chief Executive Officer

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EXHIBIT 31.1

CERTIFICATIONS

EX-31.2

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EXHIBIT 31.2

CERTIFICATIONS

I, Brian P. McKeon, certify that:

1.

I have reviewed this quarterly report on Form 10-Q of Iron Mountain Incorporated;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.

The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)

Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)

Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.

The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: May 10, 2012

/s/ BRIAN P. MCKEON
Brian P. McKeon
Chief Financial Officer

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EXHIBIT 31.2

CERTIFICATIONS

EX-32.1

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EXHIBIT 32.1

CERTIFICATION PURSUANT TO
18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002

        In connection with the filing of the Quarterly Report on Form 10-Q for the quarter ended March 31, 2012 (the "Report") by Iron Mountain Incorporated (the "Company"), the undersigned, as the Chief Executive Officer of the Company, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

        1.     the Report fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934; and

        2.     the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: May 10, 2012

/s/ C. RICHARD REESE
C. Richard Reese
Chief Executive Officer

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EXHIBIT 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

EX-32.2

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EXHIBIT 32.2

CERTIFICATION PURSUANT TO
18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002

        In connection with the filing of the Quarterly Report on Form 10-Q for the quarter ended March 31, 2012 (the "Report") by Iron Mountain Incorporated (the "Company"), the undersigned, as the Chief Financial Officer of the Company, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

        1.     the Report fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934; and

        2.     the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: May 10, 2012

/s/ BRIAN P. MCKEON
Brian P. McKeon
Chief Financial Officer

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EXHIBIT 32.2

CERTIFICATION PURSUANT TO 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

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Summary of Significant Accounting Policies (Details 9) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2011 North American Business	Mar. 31, 2012 International Business
Property, plant and equipment
Gain (loss) on disposal/write-down of property, plant and equipment	$ 464	$ (719)

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Subsequent Events (Details) (USD $) In Thousands, unless otherwise specified		1 Months Ended
	Mar. 31, 2012	Apr. 30, 2012 Grupo Store installment year day
Subsequent Events
Purchase price	$ 8,818	$ 80,000
Purchase price, net of cash acquired		77,000
Portion of purchase price for acquisition that was deposited in escrow		11,000
Portion of escrow deposits representing cash and cash equivalents due to the former owners		3,000
Period to pay cash and cash equivalents due to former owners subsequent to confirmation of cash amount by IMI (in days)		15
Period to pay cash and cash equivalents due to former owners subsequent to closing date (in days)		45
Portion of escrow deposits securing indemnification obligations of Sellers		$ 8,000
Number of annual installments in which any escrow amount not distributed to sellers or Company will be released to the sellers		4
Period from closing date after which amount not distributed to sellers or IMI will be released to sellers		2

XML

Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Details 3) (USD $) In Thousands, unless otherwise specified	1 Months Ended					3 Months Ended
	Apr. 30, 2012	Jan. 31, 2012	Oct. 31, 2011	Jul. 31, 2011	Apr. 30, 2011	Mar. 31, 2012	Mar. 31, 2011
Consolidating financial statements
Cash Flows from Operating Activities-Continuing Operations						$ 79,059	$ 110,418
Cash Flows from Operating Activities-Discontinued Operations						(4,175)	8,919
Cash Flows from Operating Activities						74,884	119,337
Cash Flows from Investing Activities:
Capital expenditures						(55,916)	(52,208)
Cash paid for acquisitions, net of cash acquired						(8,818)	(34,705)
Investment in restricted cash						(2)	(2)
Additions to customer relationship and acquisition costs						(3,008)	(2,893)
Investment in joint ventures							(50)
Proceeds from sales of property and equipment and other, net						1,853	166
Cash Flows from Investing Activities-Continuing Operations						(65,891)	(89,692)
Cash Flows from Investing Activities-Discontinued Operations						(1,141)	(9,299)
Cash Flows from Investing Activities						(67,032)	(98,991)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt						(635,539)	(428,548)
Proceeds from revolving credit and term loan facilities and other debt						701,105	607,418
Early retirement of senior subordinated notes							(231,255)
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net						191	131
Stock repurchases						(38,052)	(10,970)
Parent cash dividends	(42,791)	(43,180)	(46,877)	(50,694)	(37,601)	(43,180)	(37,514)
Proceeds from exercise of stock options and employee stock purchase plan						1,321	9,164
Excess tax benefits from stock-based compensation						190	1,017
Payment of debt financing costs						(93)
Cash Flows from Financing Activities-Continuing Operations						(14,057)	(90,557)
Cash Flows from Financing Activities-Discontinued Operations						(39)	46
Cash Flows from Financing Activities						(14,096)	(90,511)
Effect of Exchange Rates on Cash and Cash Equivalents						4,692	1,289
(Decrease) Increase in Cash and Cash Equivalents						(1,552)	(68,876)
Cash and Cash Equivalents, Beginning of Period	178,293	179,845			189,817	179,845	258,693
Cash and Cash Equivalents, End of Period						178,293	189,817
Parent
Consolidating financial statements
Cash Flows from Operating Activities-Continuing Operations						(40,455)	(53,891)
Cash Flows from Operating Activities						(40,455)	(53,891)
Cash Flows from Investing Activities:
Intercompany loans to subsidiaries						116,821	132,655
Investment in subsidiaries							(1,000)
Investment in restricted cash						(2)	(2)
Cash Flows from Investing Activities-Continuing Operations						116,819	131,653
Cash Flows from Investing Activities						116,819	131,653
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt							(361,015)
Proceeds from revolving credit and term loan facilities and other debt							540,000
Early retirement of senior subordinated notes							(231,255)
Stock repurchases						(38,052)	(10,970)
Parent cash dividends						(43,180)	(37,514)
Proceeds from exercise of stock options and employee stock purchase plan						1,321	9,164
Excess tax benefits from stock-based compensation						190	1,017
Cash Flows from Financing Activities-Continuing Operations						(79,721)	(90,573)
Cash Flows from Financing Activities						(79,721)	(90,573)
(Decrease) Increase in Cash and Cash Equivalents						(3,357)	(12,811)
Cash and Cash Equivalents, Beginning of Period		3,428				3,428	13,909
Cash and Cash Equivalents, End of Period						71	1,098
Guarantors
Consolidating financial statements
Cash Flows from Operating Activities-Continuing Operations						100,211	142,876
Cash Flows from Operating Activities-Discontinued Operations						(2,415)	8,146
Cash Flows from Operating Activities						97,796	151,022
Cash Flows from Investing Activities:
Capital expenditures						(31,371)	(32,028)
Cash paid for acquisitions, net of cash acquired						(8,818)	(4,971)
Intercompany loans to subsidiaries						(19,330)	(24,524)
Investment in subsidiaries							(1,000)
Additions to customer relationship and acquisition costs						(2,523)	(2,095)
Proceeds from sales of property and equipment and other, net						1,885	119
Cash Flows from Investing Activities-Continuing Operations						(60,157)	(64,499)
Cash Flows from Investing Activities-Discontinued Operations						(25)	(9,115)
Cash Flows from Investing Activities						(60,182)	(73,614)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt						(623,221)	(10,435)
Proceeds from revolving credit and term loan facilities and other debt						700,000
Intercompany loans from parent						(116,998)	(135,177)
Equity contribution from parent							1,000
Payment of debt financing costs						(93)
Cash Flows from Financing Activities-Continuing Operations						(40,312)	(144,612)
Cash Flows from Financing Activities						(40,312)	(144,612)
(Decrease) Increase in Cash and Cash Equivalents						(2,698)	(67,204)
Cash and Cash Equivalents, Beginning of Period		10,750				10,750	121,584
Cash and Cash Equivalents, End of Period						8,052	54,380
Canada Company
Consolidating financial statements
Cash Flows from Operating Activities-Continuing Operations						4,108	5,183
Cash Flows from Operating Activities						4,108	5,183
Cash Flows from Investing Activities:
Capital expenditures						(2,828)	(2,262)
Cash paid for acquisitions, net of cash acquired							(58)
Additions to customer relationship and acquisition costs						(62)	(121)
Proceeds from sales of property and equipment and other, net						5	10
Cash Flows from Investing Activities-Continuing Operations						(2,885)	(2,431)
Cash Flows from Investing Activities						(2,885)	(2,431)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt						(715)	(735)
Intercompany loans from parent						(2,860)	(2,067)
Cash Flows from Financing Activities-Continuing Operations						(3,575)	(2,802)
Cash Flows from Financing Activities						(3,575)	(2,802)
Effect of Exchange Rates on Cash and Cash Equivalents						1,623	1,132
(Decrease) Increase in Cash and Cash Equivalents						(729)	1,082
Cash and Cash Equivalents, Beginning of Period		68,907				68,907	37,652
Cash and Cash Equivalents, End of Period						68,178	38,734
Non-Guarantors
Consolidating financial statements
Cash Flows from Operating Activities-Continuing Operations						15,195	16,250
Cash Flows from Operating Activities-Discontinued Operations						(1,760)	773
Cash Flows from Operating Activities						13,435	17,023
Cash Flows from Investing Activities:
Capital expenditures						(21,717)	(17,918)
Cash paid for acquisitions, net of cash acquired							(29,676)
Additions to customer relationship and acquisition costs						(423)	(677)
Investment in joint ventures							(50)
Proceeds from sales of property and equipment and other, net						(37)	37
Cash Flows from Investing Activities-Continuing Operations						(22,177)	(48,284)
Cash Flows from Investing Activities-Discontinued Operations						(1,116)	(184)
Cash Flows from Investing Activities						(23,293)	(48,468)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt						(11,603)	(56,363)
Proceeds from revolving credit and term loan facilities and other debt						1,105	67,418
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net						191	131
Intercompany loans from parent						22,367	29,113
Equity contribution from parent							1,000
Cash Flows from Financing Activities-Continuing Operations						12,060	41,299
Cash Flows from Financing Activities-Discontinued Operations						(39)	46
Cash Flows from Financing Activities						12,021	41,345
Effect of Exchange Rates on Cash and Cash Equivalents						3,069	157
(Decrease) Increase in Cash and Cash Equivalents						5,232	10,057
Cash and Cash Equivalents, Beginning of Period		96,760				96,760	85,548
Cash and Cash Equivalents, End of Period						101,992	95,605
Eliminations
Cash Flows from Investing Activities:
Intercompany loans to subsidiaries						(97,491)	(108,131)
Investment in subsidiaries							2,000
Cash Flows from Investing Activities-Continuing Operations						(97,491)	(106,131)
Cash Flows from Investing Activities						(97,491)	(106,131)
Cash Flows from Financing Activities:
Intercompany loans from parent						97,491	108,131
Equity contribution from parent							(2,000)
Cash Flows from Financing Activities-Continuing Operations						97,491	106,131
Cash Flows from Financing Activities						$ 97,491	$ 106,131

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Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2012	Dec. 31, 2011	Mar. 31, 2011	Dec. 31, 2010
Current Assets:
Cash and cash equivalents	$ 178,293	$ 179,845	$ 189,817	$ 258,693
Restricted cash	35,112	35,110
Accounts Receivable	558,357	543,467
Assets of discontinued operations	7,294	7,256
Other Current Assets	152,943	148,772
Total Current Assets	931,999	914,450
Property, Plant and Equipment, Net	2,402,658	2,407,083
Other Assets, net:
Goodwill	2,282,621	2,254,268
Other	469,344	465,457
Total Other Assets, net	2,751,965	2,719,725
Total Assets	6,086,622	6,041,258	6,487,604
LIABILITIES AND EQUITY
Current portion of long-term debt	63,229	73,320
Liabilities of discontinued operations	7,859	3,317
Total Other Current Liabilities	707,052	772,393
Long-term Debt, net of current portion	3,390,447	3,280,268
Other Long-term Liabilities	649,232	657,704
Commitments and Contingencies (see Note 8)
Total Iron Mountain Incorporated Stockholders' Equity	1,259,616	1,245,688
Noncontrolling Interests	9,187	8,568
Total Equity	1,268,803	1,254,256	2,017,589	1,952,865
Total Liabilities and Equity	6,086,622	6,041,258
Parent
Current Assets:
Cash and cash equivalents	71	3,428	1,098	13,909
Restricted cash	35,112	35,110
Intercompany Receivable	862,748	905,451
Other Current Assets	48	2,016
Total Current Assets	897,979	946,005
Property, Plant and Equipment, Net	1,450	1,490
Other Assets, net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable	982,167	928,182
Investment in Subsidiaries	1,863,354	1,828,712
Other	26,084	27,226
Total Other Assets, net	2,871,605	2,784,120
Total Assets	3,771,034	3,731,615
LIABILITIES AND EQUITY
Current portion of long-term debt	670	658
Total Other Current Liabilities	107,840	100,921
Long-term Debt, net of current portion	2,395,066	2,378,040
Long-term Notes Payable to Affiliates and Intercompany Payable	1,000	1,000
Other Long-term Liabilities	6,842	5,308
Total Iron Mountain Incorporated Stockholders' Equity	1,259,616	1,245,688
Total Equity	1,259,616	1,245,688
Total Liabilities and Equity	3,771,034	3,731,615
Guarantors
Current Assets:
Cash and cash equivalents	8,052	10,750	54,380	121,584
Accounts Receivable	341,827	334,658
Other Current Assets	107,763	103,899
Total Current Assets	457,642	449,307
Property, Plant and Equipment, Net	1,458,216	1,480,785
Other Assets, net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable	1,000	1,000
Investment in Subsidiaries	1,595,137	1,563,690
Goodwill	1,534,176	1,529,359
Other	250,484	240,557
Total Other Assets, net	3,380,797	3,334,606
Total Assets	5,296,655	5,264,698
LIABILITIES AND EQUITY
Intercompany Payable	808,307	856,808
Current portion of long-term debt	43,408	46,967
Total Other Current Liabilities	403,010	453,648
Long-term Debt, net of current portion	716,601	630,118
Long-term Notes Payable to Affiliates and Intercompany Payable	983,987	946,153
Other Long-term Liabilities	507,788	528,897
Total Iron Mountain Incorporated Stockholders' Equity	1,833,554	1,802,107
Total Equity	1,833,554	1,802,107
Total Liabilities and Equity	5,296,655	5,264,698
Canada Company
Current Assets:
Cash and cash equivalents	68,178	68,907	38,734	37,652
Accounts Receivable	42,752	40,115
Intercompany Receivable	7,983	4,639
Other Current Assets	5,354	3,323
Total Current Assets	124,267	116,984
Property, Plant and Equipment, Net	205,166	200,755
Other Assets, net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable	5,494	2,961
Goodwill	201,558	196,989
Other	9,766	9,804
Total Other Assets, net	216,818	209,754
Total Assets	546,251	527,493
LIABILITIES AND EQUITY
Current portion of long-term debt	2,747	2,658
Total Other Current Liabilities	28,491	31,407
Long-term Debt, net of current portion	190,186	185,953
Other Long-term Liabilities	34,474	31,418
Total Iron Mountain Incorporated Stockholders' Equity	290,353	276,057
Total Equity	290,353	276,057
Total Liabilities and Equity	546,251	527,493
Non-Guarantors
Current Assets:
Cash and cash equivalents	101,992	96,760	95,605	85,548
Accounts Receivable	173,778	168,694
Assets of discontinued operations	7,294	7,256
Other Current Assets	40,805	40,538
Total Current Assets	323,869	313,248
Property, Plant and Equipment, Net	737,826	724,053
Other Assets, net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		15,010
Goodwill	546,887	527,920
Other	183,010	187,870
Total Other Assets, net	729,897	730,800
Total Assets	1,791,592	1,768,101
LIABILITIES AND EQUITY
Intercompany Payable	62,424	53,282
Current portion of long-term debt	16,404	23,037
Liabilities of discontinued operations	7,859	3,317
Total Other Current Liabilities	168,738	187,421
Long-term Debt, net of current portion	88,594	86,157
Long-term Notes Payable to Affiliates and Intercompany Payable	3,674
Other Long-term Liabilities	100,128	92,081
Total Iron Mountain Incorporated Stockholders' Equity	1,334,584	1,314,238
Noncontrolling Interests	9,187	8,568
Total Equity	1,343,771	1,322,806
Total Liabilities and Equity	1,791,592	1,768,101
Eliminations
Current Assets:
Intercompany Receivable	(870,731)	(910,090)
Other Current Assets	(1,027)	(1,004)
Total Current Assets	(871,758)	(911,094)
Other Assets, net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable	(988,661)	(947,153)
Investment in Subsidiaries	(3,458,491)	(3,392,402)
Total Other Assets, net	(4,447,152)	(4,339,555)
Total Assets	(5,318,910)	(5,250,649)
LIABILITIES AND EQUITY
Intercompany Payable	(870,731)	(910,090)
Total Other Current Liabilities	(1,027)	(1,004)
Long-term Notes Payable to Affiliates and Intercompany Payable	(988,661)	(947,153)
Total Iron Mountain Incorporated Stockholders' Equity	(3,458,491)	(3,392,402)
Total Equity	(3,458,491)	(3,392,402)
Total Liabilities and Equity	$ (5,318,910)	$ (5,250,649)

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Summary of Significant Accounting Policies (Details 3) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
Amortizable intangible assets
Gross carrying amount	$ 674,403
Accumulated amortization	(221,960)
Net carrying amount	452,443
Amortization expense associated with amortizable intangible assets (including deferred financing costs)	9,601	8,251
Customer Relationships and Acquisition Costs.
Amortizable intangible assets
Gross carrying amount	612,560
Accumulated amortization	(196,242)
Net carrying amount	416,318
Core Technology.
Amortizable intangible assets
Gross carrying amount	3,760
Accumulated amortization	(2,583)
Net carrying amount	1,177
Trademarks and Non-Compete Agreements
Amortizable intangible assets
Gross carrying amount	3,075
Accumulated amortization	(2,562)
Net carrying amount	513
Deferred Financing Costs
Amortizable intangible assets
Gross carrying amount	55,008
Accumulated amortization	(20,573)
Net carrying amount	$ 34,435

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Acquisitions (Tables)

3 Months Ended

Mar. 31, 2012

Acquisitions

Summary of cumulative consideration paid for acquisitions and preliminary allocation of purchase price

Cash Paid (gross of cash acquired)	$	8,818
Total Consideration		8,818
Fair Value of Identifiable Assets Acquired:
Property, Plant and Equipment(1)		82
Customer Relationship Assets(2)		4,900
Liabilities Assumed(3)		(982	)
Total Fair Value of Identifiable Net Assets Acquired		4,000
Recorded Goodwill	$	4,818

(1)

Consists primarily of racking, leasehold improvements and computer hardware and software.

(2)

The weighted average life of customer relationship assets associated with acquisitions to date in 2012 was 18 years.

(3)

Consists primarily of accrued expenses and deferred revenue.

XML

Segment Information (Details 2) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
Reconciliation of Adjusted OIBDA to Income before Income Taxes on a Consolidated Basis
Adjusted OIBDA	$ 220,540	$ 217,299
Less: Depreciation and Amortization	78,008	80,163
(Gain) Loss on disposal/write-down of property, plant and equipment, net	719	(464)
Interest Expense, Net	58,784	48,618
Other (Income) Expense, Net	(3,304)	(8,958)
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes	$ 86,333	$ 97,940

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Derivative Instruments and Hedging Activities (Details 3) In Thousands, unless otherwise specified	3 Months Ended							3 Months Ended
	Mar. 31, 2012 USD ($)	Mar. 31, 2011 USD ($)	Mar. 31, 2012 The 6 3/4% notes USD ($)	Mar. 31, 2011 The 6 3/4% notes USD ($)	Mar. 31, 2012 The 6 3/4% notes EUR (€)	Dec. 31, 2011 The 6 3/4% notes	Mar. 31, 2011 The 6 3/4% notes EUR (€)	Mar. 31, 2012 Foreign exchange contracts Other (income) expense, net USD ($)	Mar. 31, 2011 Foreign exchange contracts Other (income) expense, net USD ($)
Gains and losses on derivative instruments
Total (gain) loss recognized in income on derivatives	$ 7,971	$ 4,921						$ 7,971	$ 4,921
Net investment hedge
Stated Interest Rate (as a percent)			6.75%			6.75%	6.75%
Designated hedges of net investment (in Euros)					102,333		75,667
Foreign exchange gains (losses)			(3,755)	(6,300)
Foreign exchange gains (losses), net of tax			(2,345)	(3,938)
Cumulative net investment hedge gains (losses) recorded in accumulated other comprehensive items, net			$ 11,045

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Summary of Significant Accounting Policies (Details 7) (Fair value measured on recurring basis, USD $) In Thousands, unless otherwise specified	Mar. 31, 2012	Dec. 31, 2011
Total Carrying Value
Assets and liabilities carried at fair value measured on a recurring basis
Money market funds	$ 35,112	$ 35,110
Time deposits	131,231	146,713
Trading securities	9,763	9,124
Derivative assets	72	2,803
Derivative liabilities	4,172	435
Quoted prices in active markets (Level 1)
Assets and liabilities carried at fair value measured on a recurring basis
Trading securities	9,143	8,497
Significant other observable inputs (Level 2)
Assets and liabilities carried at fair value measured on a recurring basis
Money market funds	35,112	35,110
Time deposits	131,231	146,713
Trading securities	620	627
Derivative assets	72	2,803
Derivative liabilities	$ 4,172	$ 435

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Stockholders' Equity Matters (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	1 Months Ended										3 Months Ended
	Apr. 30, 2012	Mar. 31, 2012	Jan. 31, 2012	Dec. 31, 2011	Oct. 31, 2011	Sep. 30, 2011	Jul. 31, 2011	Jun. 30, 2011	Apr. 30, 2011	Mar. 31, 2011	Mar. 31, 2012	Mar. 31, 2011
Stockholders' Equity Note
Share repurchases authorized amount											$ 1,200,000
Remaining amount available under share repurchase program											66,035
Percentage of outstanding common stock authorized for repurchase											1.00%
Dividends declared (in dollars per share)		$ 0.2500		$ 0.2500		$ 0.2500		$ 0.2500		$ 0.1875	$ 0.2500	$ 0.1875
Dividends declared		42,791		43,180		46,877		50,694		37,601	42,791	37,601
Dividends paid ( in dollars per share)		$ 0.2500		$ 0.2500		$ 0.2500		$ 0.2500		$ 0.1875
Dividends paid	$ 42,791		$ 43,180		$ 46,877		$ 50,694		$ 37,601		$ 43,180	$ 37,514

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Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Details 2) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011	Mar. 31, 2012 Parent	Mar. 31, 2011 Parent	Mar. 31, 2012 Guarantors	Mar. 31, 2011 Guarantors	Mar. 31, 2011 Guarantors Previously Reported Amount	Jun. 30, 2011 Guarantors Actual Amount	Jun. 30, 2011 Guarantors Accounting Error Adjustment	Mar. 31, 2011 Guarantors Accounting Error Adjustment	Mar. 31, 2012 Canada Company	Mar. 31, 2011 Canada Company	Mar. 31, 2012 Non-Guarantors	Mar. 31, 2011 Non-Guarantors	Mar. 31, 2012 Eliminations	Mar. 31, 2011 Eliminations
Revenues:
Storage	$ 425,341	$ 415,705			$ 287,587	$ 282,713					$ 30,475	$ 30,115	$ 107,279	$ 102,877
Service	321,157	330,304			200,361	208,912					29,401	28,934	91,395	92,458
Total Revenues	746,498	746,009			487,948	491,625					59,876	59,049	198,674	195,335
Operating Expenses:
Cost of sales (excluding depreciation and amortization)	315,298	315,955			193,215	198,125					25,041	23,732	97,042	94,098
Selling, general and administrative	210,660	212,755	18	134	147,862	142,556					9,185	10,161	53,595	59,904
Depreciation and amortization	78,008	80,163	75	40	48,086	49,151					4,563	5,105	25,284	25,867
(Gain) Loss on disposal/write-down of property, plant and equipment, net	719	(464)			(155)	(461)					42	(10)	832	7
Total Operating Expenses	604,685	608,409	93	174	389,008	389,371					38,831	38,988	176,753	179,876
Operating Income (Loss)	141,813	137,600	(93)	(174)	98,940	102,254					21,045	20,061	21,921	15,459
Interest Expense (Income), Net	58,784	48,618	47,091	43,186	(4,234)	(20,095)					11,466	10,167	4,461	15,360
Other Expense (Income), Net	(3,304)	(8,958)	19,585	30,828	(1,260)	(643)						(47)	(21,629)	(39,096)
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes	86,333	97,940	(66,769)	(74,188)	104,434	122,992					9,579	9,941	39,089	39,195
Provision (Benefit) for Income Taxes	25,260	16,764			17,084	6,911					4,523	7,572	3,653	2,281
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax			(122,119)	(147,648)	(33,131)	(32,684)	17,231	(10,601)	49,915	(49,915)					155,250	180,332
(Loss) Income from Continuing Operations	61,073	81,176	55,350	73,460	120,481	148,765	98,850	114,285	(49,915)	49,915	5,056	2,369	35,436	36,914	(155,250)	(180,332)
Income (Loss) from Discontinued Operations, Net of Tax	(5,093)	(6,557)			464	(2,470)							(5,557)	(4,087)
Net Income (Loss)	55,980	74,619	55,350	73,460	120,945	146,295	96,380	297,236	(49,915)	49,915	5,056	2,369	29,879	32,827	(155,250)	(180,332)
Less: Net Income (Loss) Attributable to Noncontrolling Interests	630	1,159											630	1,159
Net Income (Loss) Attributable to Iron Mountain Incorporated	55,350	73,460	55,350	73,460	120,945	146,295					5,056	2,369	29,249	31,668	(155,250)	(180,332)
Other Comprehensive Income (Loss):
Net income (loss)	55,980	74,619	55,350	73,460	120,945	146,295	96,380	297,236	(49,915)	49,915	5,056	2,369	29,879	32,827	(155,250)	(180,332)
Foreign Currency Translation Adjustments	27,947	22,478	(2,343)	(3,938)	1,057	(2,435)					6,474	5,909	22,759	22,942
Total Other Comprehensive Income (Loss)	27,947	22,478	(2,343)	(3,938)	1,057	(2,435)					6,474	5,909	22,759	22,942
Comprehensive Income (Loss)	83,927	97,097	53,007	69,522	122,002	143,860					11,530	8,278	52,638	55,769	(155,250)	(180,332)
Comprehensive Income (Loss) Attributable to Noncontrolling Interests	1,088	1,119											1,088	1,119
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$ 82,839	$ 95,978	$ 53,007	$ 69,522	$ 122,002	$ 143,860					$ 11,530	$ 8,278	$ 51,550	$ 54,650	$ (155,250)	$ (180,332)

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CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
Cash Flows from Operating Activities:
Net income (loss)	$ 55,980	$ 74,619
Loss (Income) from discontinued operations	5,093	6,557
Adjustments to reconcile net income (loss) to cash flows from operating activities:
Depreciation	70,149	73,338
Amortization (includes deferred financing costs and bond discount of $1,426 and $1,742 for the three months ended March 31, 2011 and 2012, respectively)	9,601	8,251
Stock-based compensation expense	9,800	4,439
(Benefit) Provision for deferred income taxes	(9,814)	(7,903)
(Gain) Loss on early extinguishment of debt		(850)
(Gain) Loss on disposal/write-down of property, plant and equipment, net	719	(464)
Foreign currency transactions and other, net	(1,020)	(8,434)
Changes in Assets and Liabilities (exclusive of acquisitions):
Accounts receivable	(8,831)	(22,858)
Prepaid expenses and other current assets	(13,630)	13,157
Accounts payable	(2,433)	(5,419)
Accrued expenses, deferred revenue and other current liabilities	(36,629)	(24,744)
Other assets and long-term liabilities	74	729
Cash Flows from Operating Activities-Continuing Operations	79,059	110,418
Cash Flows from Operating Activities-Discontinued Operations	(4,175)	8,919
Cash Flows from Operating Activities	74,884	119,337
Cash Flows from Investing Activities:
Capital expenditures	(55,916)	(52,208)
Cash paid for acquisitions, net of cash acquired	(8,818)	(34,705)
Investment in restricted cash	(2)	(2)
Additions to customer relationship and acquisition costs	(3,008)	(2,893)
Investment in joint ventures		(50)
Proceeds from sales of property and equipment and other, net	1,853	166
Cash Flows from Investing Activities-Continuing Operations	(65,891)	(89,692)
Cash Flows from Investing Activities-Discontinued Operations	(1,141)	(9,299)
Cash Flows from Investing Activities	(67,032)	(98,991)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt	(635,539)	(428,548)
Proceeds from revolving credit and term loan facilities and other debt	701,105	607,418
Early retirement of senior subordinated notes		(231,255)
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net	191	131
Stock repurchases	(38,052)	(10,970)
Parent cash dividends	(43,180)	(37,514)
Proceeds from exercise of stock options and employee stock purchase plan	1,321	9,164
Excess tax benefits from stock-based compensation	190	1,017
Payment of debt financing costs	(93)
Cash Flows from Financing Activities-Continuing Operations	(14,057)	(90,557)
Cash Flows from Financing Activities-Discontinued Operations	(39)	46
Cash Flows from Financing Activities	(14,096)	(90,511)
Effect of Exchange Rates on Cash and Cash Equivalents	4,692	1,289
(Decrease) Increase in Cash and Cash Equivalents	(1,552)	(68,876)
Cash and Cash Equivalents, Beginning of Period	179,845	258,693
Cash and Cash Equivalents, End of Period	178,293	189,817
Supplemental Information:
Cash Paid for Interest	56,083	65,008
Cash Paid for Income Taxes	38,060	20,575
Non-Cash Investing and Financing Activities:
Capital Leases	2,499	6,039
Accrued Capital Expenditures	21,166	21,095
Dividends Payable	$ 42,791	$ 37,601

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Acquisitions (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2012
Consideration paid for acquisitions
Cash Paid for Business acquired	$ 8,818
Total Consideration	8,818
Fair Value of Identifiable Assets Acquired:
Property, Plant and Equipment	82
Customer Relationship Assets	4,900
Liabilities Assumed	(982)
Total Fair Value of Identifiable Net Assets Acquired	4,000
Recorded Goodwill	$ 4,818

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Stockholders' Equity Matters (Tables)

3 Months Ended

Mar. 31, 2012

Stockholders' Equity Matters

Schedule of dividend declared and payments

Declaration Date	Dividend Per Share		Record Date	Total Amount		Payment Date
March 11, 2011	$	0.1875	March 25, 2011	$	37,601	April 15, 2011
June 10, 2011		0.2500	June 24, 2011		50,694	July 15, 2011
September 8, 2011		0.2500	September 23, 2011		46,877	October 14, 2011
December 1, 2011		0.2500	December 23, 2011		43,180	January 13, 2012
March 8, 2012		0.2500	March 23, 2012		42,791	April 13, 2012

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Segment Information (Tables)

3 Months Ended

Mar. 31, 2012

Segment Information

Analysis of business segment information and reconciliation to the consolidated financial statements

	North American Business		International Business		Corporate			Total Consolidated
Three Months Ended March 31, 2011
Total Revenues	$	555,298	$	190,711	$	—		$	746,009
Depreciation and Amortization		45,416		25,421		9,326			80,163
Depreciation		42,453		21,599		9,286			73,338
Amortization		2,963		3,822		40			6,825
Adjusted OIBDA		227,975		38,878		(49,554	)		217,299
Total Assets(1)		4,310,523		1,792,908		384,173			6,487,604
Expenditures for Segment Assets		36,050		47,724		6,032			89,806
Capital Expenditures		28,785		17,391		6,032			52,208
Cash Paid for Acquisitions, Net of Cash acquired		5,029		29,676		—			34,705
Additions to Customer Relationship and Acquisition Costs		2,236		657		—			2,893
Three Months Ended March 31, 2012
Total Revenues		552,311		194,187		—			746,498
Depreciation and Amortization		44,514		25,407		8,087			78,008
Depreciation		41,396		20,701		8,052			70,149
Amortization		3,118		4,706		35			7,859
Adjusted OIBDA		226,349		43,559		(49,368	)		220,540
Total Assets(1)		4,228,281		1,666,245		192,096			6,086,622
Expenditures for Segment Assets		39,336		20,294		8,112			67,742
Capital Expenditures		27,933		19,871		8,112			55,916
Cash Paid for Acquisitions, Net of Cash acquired		8,818		—		—			8,818
Additions to Customer Relationship and Acquisition Costs		2,585		423		—			3,008

(1)

Excludes all intercompany receivables or payables and investment in subsidiary balances.

Reconciliation of Adjusted OIBDA to Income from continuing operations before Provision for Income Taxes

	Three Months Ended March 31,
	2011			2012
Adjusted OIBDA	$	217,299		$	220,540
Less: Depreciation and Amortization		80,163			78,008
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		(464	)		719
Interest Expense, Net		48,618			58,784
Other (Income) Expense, Net		(8,958	)		(3,304	)
Income from Continuing Operations before Provision (Benefit) for Income Taxes	$	97,940		$	86,333

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Acquisitions (Details 2) (Customer relationship assets)	3 Months Ended
	Mar. 31, 2012 year
Customer relationship assets
Acquired Finite-Lived Intangible Assets
Weighted average life of finite-lived intangible assets associated with acquisitions (in years)	18

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Discontinued Operations (Tables)

3 Months Ended

Mar. 31, 2012

Worldwide Digital Business, a reporting unit

Discontinued operation disclosures

Summarized results of operations

	Three Months Ended March 31,
	2011			2012
Total Revenues	$	46,678		$	—
(Loss) Income Before (Benefit) Provision for Income Taxes of Discontinued Operations	$	(3,586	)	$	755
(Benefit) Provision for Income Taxes		(1,116	)		291
(Loss) Income from Discontinued Operations, Net of Tax	$	(2,470	)	$	464

New Zealand Business

Discontinued operation disclosures

Summarized results of operations

	Three Months Ended March 31, 2011
Total Revenues	$	1,983
Loss Before Benefit for Income Taxes of Discontinued Operations	$	(72	)
Benefit for Income Taxes		—
Loss from Discontinued Operations, Net of Tax	$	(72	)

Italian Business

Discontinued operation disclosures

Summarized results of operations

	Three Months Ended March 31,
	2011			2012
Total Revenues	$	4,283		$	2,138
Loss Before Benefit for Income Taxes of Discontinued Operations	$	(4,094	)	$	(6,124	)
Benefit for Income Taxes		(79	)		(567	)
Loss from Discontinued Operations, Net of Tax	$	(4,015	)	$	(5,557	)

Summary of carrying amounts of the major classes of assets and liabilities

	December 31, 2011		March 31, 2012
Accounts receivable, net	$	4,676	$	4,731
Prepaid expenses and other		602		611
Current assets of discontinued operations		5,278		5,342
Other assets, net		1,978		1,952
Non-current assets of discontinued operations		1,978		1,952
Assets of discontinued operations	$	7,256	$	7,294
Current portion of long-term debt	$	118	$	102
Accounts payable		563		2,216
Accrued expenses		2,552		5,372
Deferred revenue		41		144
Current liabilities of discontinued operations		3,274		7,834
Other long-term liabilities		43		25
Non-current liabilities of discontinued operations		43		25
Liabilities of discontinued operations	$	3,317	$	7,859

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Summary of Significant Accounting Policies (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2012 day	Mar. 31, 2011	Dec. 31, 2011
Cash, Cash Equivalents and Restricted Cash
Cash and cash equivalents, maximum maturity period (in days)	90
Restricted cash	$ 35,112		$ 35,110
Foreign Currency
Foreign currency transaction gains (losses), net	$ 2,575	$ 3,096
The 7 1/4% notes
Long-term Debt Information
Stated Interest Rate (as a percent)	7.25%	7.25%	7.25%
The 6 3/4% notes
Long-term Debt Information
Stated Interest Rate (as a percent)	6.75%	6.75%	6.75%

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CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
CONSOLIDATED STATEMENTS OF EQUITY
Tax benefit on issuance of shares under employee stock purchase plan and option plans and stock-based compensation	$ 190	$ 1,017

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Summary of Significant Accounting Policies (Details 2) (USD $) In Thousands, unless otherwise specified	3 Months Ended		3 Months Ended			3 Months Ended		3 Months Ended	12 Months Ended
	Mar. 31, 2012	Dec. 31, 2011	Mar. 31, 2012 North American Business	Dec. 31, 2011 North American Business	Oct. 01, 2011 North American Business Minimum	Mar. 31, 2012 International Business	Dec. 31, 2011 International Business	Mar. 31, 2012 Europe unit	Dec. 31, 2011 Western Europe	Mar. 31, 2012 Western Europe	Mar. 31, 2012 Central Europe	Dec. 31, 2011 Central Europe	Aug. 31, 2011 Central Europe	Mar. 31, 2012 Latin America	Dec. 31, 2011 Latin America	Oct. 01, 2011 Latin America Minimum	Mar. 31, 2012 Australia	Dec. 31, 2011 Australia	Oct. 01, 2011 Australia Minimum	Mar. 31, 2012 UKI	Dec. 31, 2011 UKI	Aug. 31, 2011 UKI
Goodwill
Reporting unit, percentage that fair value exceeded carrying value					40.00%								4.90%			40.00%			40.00%			15.10%
Goodwill impairment charge									$ 46,500
Number of reporting units								3
Gross amount of goodwill
Balance, beginning of period	2,574,285		2,010,241			564,044
Deductible goodwill acquired during the period	4,818		4,818
Currency effects	24,172		5,289			18,883
Balance, end of period	2,603,275		2,020,348			582,927
Accumulated amortization
Balance, beginning of period	320,017		261,362			58,655
Currency effects	637		264			373
Balance, end of period	320,654		261,626			59,028
Net balance	2,282,621	2,254,268	1,758,722	1,748,879		523,899	505,389		46,439	47,891	69,384	63,781		28,461	27,322		62,547	61,697		315,616	306,150
Accumulated Goodwill Impairment Balance	$ 132,409	$ 132,409	$ 85,909	$ 85,909		$ 46,500	$ 46,500

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Derivative Instruments and Hedging Activities (Details) In Thousands, unless otherwise specified		3 Months Ended
	Mar. 31, 2012	Mar. 31, 2012 Foreign exchange contracts USD ($)	Mar. 31, 2011 Foreign exchange contracts USD ($)	Mar. 31, 2012 Iron Mountain Europe Limited ("IME") U.S. dollars:British pounds sterling USD ($)	Mar. 31, 2012 Iron Mountain Europe Limited ("IME") U.S. dollars:British pounds sterling GBP (£)	Mar. 31, 2012 Iron Mountain Australia Pty Ltd U.S. dollars:British pounds sterling USD ($)	Mar. 31, 2012 Iron Mountain Australia Pty Ltd U.S. dollars:British pounds sterling AUD
Derivative Instruments and Hedging Activities
Percent of debt portfolio with fixed interest rates (as a percent)	75.00%
Derivative instruments
Notional amount of outstanding forward contracts, purchases				$ 195,851		$ 77,415
Notional amount of outstanding forward contracts, sales					125,000		75,000
Net cash disbursements (receipts) from foreign currency forward contracts		$ 1,503	$ 3,625

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Discontinued Operations (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended			1 Months Ended	3 Months Ended			3 Months Ended		3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011	Dec. 31, 2011	Jun. 30, 2011 Worldwide Digital Business, a reporting unit	Mar. 31, 2012 Worldwide Digital Business, a reporting unit	Mar. 31, 2011 Worldwide Digital Business, a reporting unit	Jun. 02, 2011 Worldwide Digital Business, a reporting unit	Mar. 31, 2011 New Zealand Business	Oct. 03, 2011 New Zealand Business	Mar. 31, 2012 Italian Business	Mar. 31, 2011 Italian Business	Dec. 31, 2011 Italian Business
Discontinued operation disclosures
Proceeds from divestiture of business				$ 395,400
Initial purchase price							380,000		10,000
Preliminary working capital adjustment							15,400
Transaction costs					7,387
Unpaid portion of transaction cost					449
Inducements paid to Autonomy					11,075
Unpaid portion of inducements					6,000
Cash Paid for Business acquired	8,818
Summarized results of operations
Total Revenues						46,678		1,983		2,138	4,283
(Loss) Income Before (Benefit) Provision for Income Taxes of Discontinued Operations					755	(3,586)		(72)		(6,124)	(4,094)
(Benefit) Provision for Income Taxes					291	(1,116)				(567)	(79)
(Loss) Income from Discontinued Operations, Net of Tax	(5,093)	(6,557)			464	(2,470)		(72)		(5,557)	(4,015)
Interest allocated to the Digital Business and included in loss from discontinued operations						1,418
Maximum percentage of direct cash inflows and outflows for the one year period subsequent to the sale of business				5.00%
Carrying amounts of the major classes of assets and liabilities of discontinued operations
Accounts receivable, net										4,731		4,676
Prepaid expenses and other	110,654		105,537							611		602
Current assets of discontinued operations	7,294		7,256							5,342		5,278
Other assets, net										1,952		1,978
Non-current assets of discontinued operations										1,952		1,978
Assets of discontinued operations										7,294		7,256
Current portion of long-term debt	63,229		73,320							102		118
Accounts payable										2,216		563
Accrued expenses										5,372		2,552
Deferred revenue										144		41
Current liabilities of discontinued operations	7,859		3,317							7,834		3,274
Other long-term liabilities										25		43
Non-current liabilities of discontinued operations										25		43
Liabilities of discontinued operations										$ 7,859		$ 3,317

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CONSOLIDATED BALANCE SHEETS (USD $) In Thousands, unless otherwise specified	Mar. 31, 2012	Dec. 31, 2011
Current Assets:
Cash and cash equivalents	$ 178,293	$ 179,845
Restricted cash	35,112	35,110
Accounts receivable (less allowances of $23,277 and $23,206 as of December 31, 2011 and March 31, 2012, respectively)	558,357	543,467
Deferred income taxes	42,289	43,235
Prepaid expenses and other	110,654	105,537
Assets of discontinued operations	7,294	7,256
Total Current Assets	931,999	914,450
Property, Plant and Equipment:
Property, plant and equipment	4,244,184	4,232,594
Less-Accumulated depreciation	(1,841,526)	(1,825,511)
Property, Plant and Equipment, net	2,402,658	2,407,083
Other Assets, net:
Goodwill	2,282,621	2,254,268
Customer relationships and acquisition costs	416,318	410,149
Deferred financing costs	34,435	35,798
Other	18,591	19,510
Total Other Assets, net	2,751,965	2,719,725
Total Assets	6,086,622	6,041,258
Current Liabilities:
Current portion of long-term debt	63,229	73,320
Accounts payable	139,236	156,381
Accrued expenses	363,715	418,831
Deferred revenue	204,101	197,181
Liabilities of discontinued operations	7,859	3,317
Total Current Liabilities	778,140	849,030
Long-term Debt, net of current portion	3,390,447	3,280,268
Other Long-term Liabilities	57,697	53,169
Deferred Rent	97,585	97,177
Deferred Income Taxes	493,950	507,358
Commitments and Contingencies (see Note 8)
Iron Mountain Incorporated Stockholders' Equity:
Preferred stock (par value $0.01; authorized 10,000,000 shares; none issued and outstanding)
Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 172,140,966 shares and 171,182,398 shares as of December 31, 2011 and March 31, 2012, respectively)	1,712	1,721
Additional paid-in capital	317,492	343,603
Retained earnings	915,126	902,567
Accumulated other comprehensive items, net	25,286	(2,203)
Total Iron Mountain Incorporated Stockholders' Equity	1,259,616	1,245,688
Noncontrolling Interests	9,187	8,568
Total Equity	1,268,803	1,254,256
Total Liabilities and Equity	$ 6,086,622	$ 6,041,258

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Debt (Details) (USD $) In Thousands, unless otherwise specified															3 Months Ended							3 Months Ended
	Mar. 31, 2012	Dec. 31, 2011	Mar. 31, 2012 Parent	Dec. 31, 2011 Parent	Mar. 31, 2012 Canada Company	Dec. 31, 2011 Canada Company	Mar. 31, 2012 Revolving Credit Facility	Dec. 31, 2011 Revolving Credit Facility	Mar. 31, 2012 Term Loan Facility	Dec. 31, 2011 Term Loan Facility	Jun. 27, 2011 Term Loan Facility	Mar. 31, 2012 Credit Agreement	Dec. 31, 2011 Credit Agreement	Jun. 27, 2011 Credit Agreement	Mar. 31, 2012 Credit Agreement Maximum	Mar. 31, 2012 Credit Agreement Minimum	Mar. 31, 2012 Revolving Credit Facility	Jun. 27, 2011 Revolving Credit Facility bank	Jun. 27, 2011 Revolving Credit Facility, Tranche One	Jun. 27, 2011 Revolving Credit Facility, Tranche Two	Jun. 27, 2011 Revolving Credit Facility, Tranche Three	Mar. 31, 2012 Revolving Credit Facility and Outstanding Letters of Credit	Mar. 31, 2011 Revolving Credit Facility and Outstanding Letters of Credit	Mar. 31, 2012 The 7 1/4% notes	Dec. 31, 2011 The 7 1/4% notes	Mar. 31, 2011 The 7 1/4% notes	Mar. 31, 2012 The 6 5/8% notes	Dec. 31, 2011 The 6 5/8% notes	Mar. 31, 2012 The Subsidiary notes	Dec. 31, 2011 The Subsidiary notes	Mar. 31, 2012 The 8 3/4% notes	Dec. 31, 2011 The 8 3/4% notes	Mar. 31, 2012 The 8% notes due 2018	Dec. 31, 2011 The 8% notes due 2018	Mar. 31, 2012 The 6 3/4% notes	Dec. 31, 2011 The 6 3/4% notes	Mar. 31, 2011 The 6 3/4% notes	Mar. 31, 2012 The 7 3/4% notes due 2019	Dec. 31, 2011 The 7 3/4% notes due 2019	Mar. 31, 2012 The 8% notes due 2020	Dec. 31, 2011 The 8% notes due 2020	Mar. 31, 2012 The 8 3/8% notes	Dec. 31, 2011 The 8 3/8% notes	Mar. 31, 2012 Real Estate Mortgages, Capital Leases and Other	Dec. 31, 2011 Real Estate Mortgages, Capital Leases and Other
Long-term Debt Information
Total Long-Term Debt	$ 3,453,676	$ 3,353,588					$ 190,000	$ 96,000	$ 481,250	$ 487,500														$ 240,210	$ 233,115		$ 318,147	$ 318,025	$ 175,245	$ 171,273	$ 200,000	$ 200,000	$ 49,813	$ 49,806	$ 338,508	$ 328,750		$ 400,000	$ 400,000	$ 300,000	$ 300,000	$ 548,389	$ 548,346	$ 212,114	$ 220,773
Less Current Portion	(63,229)	(73,320)	(670)	(658)	(2,747)	(2,658)
Long-term Debt, net of current portion	3,390,447	3,280,268	2,395,066	2,378,040	190,186	185,953
Fair Value							190,000	96,000	481,250	487,500														240,210	233,115		319,392	320,400	180,940	174,698	206,870	209,000	54,140	47,607	343,623	312,352		437,000	422,750	317,625	313,313	598,813	586,438	212,114	220,773
Stated Interest Rate (as a percent)																								7.25%	7.25%	7.25%	6.625%	6.625%	7.50%	7.50%	8.75%	8.75%	8.00%	8.00%	6.75%	6.75%	6.75%	7.75%	7.75%	8.00%	8.00%	8.375%	8.375%
Capital Stock of First Tier Foreign Subsidiaries Pledged to Secure Debt (as a percent)	66.00%
Maximum Borrowing Capacity											500,000							725,000	400,000	150,000	175,000
Optional expanded maximum borrowing capacity														1,800,000
Number of Banks Supporting the Credit Facility																		19
Commitment fee (as a percent)															0.50%	0.30%
Outstanding borrowings under credit facility																	190,000
Letters of Credit Outstanding																	6,217
Remaining availability under credit facility																	528,783
Effective interest rate (as a percent)							2.30%		2.30%								2.30%
Commitment fees and letters of credit fees																						$ 600	$ 489
Repayments Of Loan
Loan payment as a percentage of principal in first three quarterly installments of year five											10.00%
Loan payment as a percentage of principal in final quarterly installment of year five											35.00%
June 30, 2012 (as a percent)											5.00%
June 30, 2013 (as a percent)											5.00%
June 30, 2014 (as a percent)											10.00%
June 30, 2015 (as a percent)											15.00%
June 27, 2016 (as a percent)											65.00%
Debt covenants
Revolving Credit and Term Leverage Ratio												3.5	3.4
Revolving Credit and Term Leverage Ratio, Maximum Allowable												5.5	5.5
Bond Leverage Ratio, per Indentures												4.5	3.9
Bond Leverage Ratio, per Indentures, Maximum Allowable												6.5	6.5
Revolving Credit and Term Loan Fixed Charge Coverage Ratio												1.5	1.5
Revolving Credit and Term Loan Fixed Charge Coverage Ratio, Minimum Allowable												1.2	1.2

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
Net Income (Loss)	$ 55,980	$ 74,619
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments	27,947	22,478
Total Other Comprehensive Income (Loss)	27,947	22,478
Comprehensive Income (Loss)	83,927	97,097
Comprehensive Income (Loss) Attributable to Noncontrolling Interests	1,088	1,119
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$ 82,839	$ 95,978

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Summary of Significant Accounting Policies (Details 5) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2012 year	Mar. 31, 2011 year
Share-Based Compensation, aggregate disclosures
Employee stock-based awards, unrecognized compensation costs on nonvested awards	$ 55,291
Employee stock-based awards, unrecognized compensation costs on nonvested awards, weighted average period of recognition (in years)	2.8
Stock Options
Employee stock-based awards
Weighted average fair value of options granted (in dollars per share)	$ 7.00	$ 7.34
Weighted average assumptions used for grants
Expected volatility (as a percent)	33.80%	33.40%
Risk-free interest rate (as a percent)	1.23%	2.51%
Expected dividend yield (as a percent)	3.00%	3.00%
Expected life of the option (in years)	6.3	6.3
Summary of option activity
Options outstanding balance, beginning of period (in shares)	7,118,458
Options granted (in shares)	21,472
Options exercised (in shares)	(103,868)
Options forfeited (in shares)	(90,076)
Options expired (in shares)	(9,510)
Options outstanding balance, end of period (in shares)	6,936,476
Options exercisable balance (in shares)	4,082,790
Options expected to vest (in shares)	2,643,329
Weighted Average Exercise Price
Weighted average exercise price, options outstanding balance beginning of period (in dollars per share)	$ 25.73
Weighted average exercise price, options granted (in dollars per share)	$ 28.86
Weighted average exercise price, options exercised (in dollars per share)	$ 20.47
Weighted average exercise price, options forfeited (in dollars per share)	$ 25.92
Weighted average exercise price, options expired (in dollars per share)	$ 30.33
Weighted average exercise price, options outstanding balance end of period (in dollars per share)	$ 25.81
Weighted average exercise price, options exercisable (in dollars per share)	$ 25.48
Weighted average exercise price, options expected to vest (in dollars per share)	$ 26.31
Weighted average remaining contractual term
Weighted average remaining contractual term, options outstanding (in years)	6.47
Weighted average remaining contractual term, options exercisable (in years)	5.57
Weighted average remaining contractual term, options expected to vest (in years)	7.75
Aggregate intrinsic value
Aggregate intrinsic value, options outstanding	23,729
Aggregate intrinsic value, options exercisable	15,598
Aggregate intrinsic value of stock options exercised
Aggregate intrinsic value of stock options exercised	1,064	6,047
Award Vesting
Aggregate intrinsic value, options expected to vest	7,504
Stock Options | Director
Employee stock-based awards
Award vesting period (in years)	1 year
Majority of stock options
Employee stock-based awards
Award vesting period (in years)	5 years
Contractual term of awards	P10Y
Certain options beginning in 2011
Employee stock-based awards
Award vesting period (in years)	3 years
Contractual term of awards	P10Y
Certain options as a percentage of total outstanding options	11.30%
A portion of stock options effective 2007
Employee stock-based awards
Award vesting period (in years)	10 years
Contractual term of awards	P12Y
Certain options as a percentage of total outstanding options	7.50%
Employee Stock Purchase Plan
Employee stock-based awards
Remaining number of shares available for grant	399,761
Employee Stock Purchase Plan
Employee stock purchase plan, number of offering periods	2
Employee stock purchase plan, duration of offering periods (in months)	6
Employee stock purchase plan, maximum employee subscription rate percent (as a percent)	15.00%
Percentage of market price for the purchase of shares	95.00%
Restricted Stock and Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options
Non-vested at the beginning of the period (in shares)	610,951
Granted (in shares)	655,809
Vested (in shares)	(139,477)
Forfeited (in shares)	(11,550)
Non-vested at the end of the period (in shares)	1,115,733
Weighted average grant date fair value
Weighted average grant date fair value, non-vested, beginning of period (in dollars per share)	$ 28.85
Weighted average grant date fair value, granted (in dollars per share)	$ 28.86
Weighted average grant date fair value, vested (in dollars per share)	$ 28.36
Weighted average grant date fair value, forfeited (in dollars per share)	$ 28.75
Weighted average grant date fair value, non-vested, end of period (in dollars per share)	$ 28.92
Restricted Stock and Restricted Stock Units | Maximum
Employee stock-based awards
Award vesting period (in years)	5 years
Restricted Stock and Restricted Stock Units | Minimum
Employee stock-based awards
Award vesting period (in years)	3 years
PUs Original Awards
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options
Non-vested at the beginning of the period (in shares)	112,749
Granted (in shares)	221,781
Vested (in shares)	(96,120)
Forfeited (in shares)	(291)
Non-vested at the end of the period (in shares)	238,119
PUs Adjustment
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options
Granted (in shares)	12,012
Vested (in shares)	(1,938)
Non-vested at the end of the period (in shares)	10,074
Performance units
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options
Non-vested at the beginning of the period (in shares)	112,749
Granted (in shares)	221,781
Vested (in shares)	(98,058)
Forfeited (in shares)	(291)
Non-vested at the end of the period (in shares)	248,193
Weighted average grant date fair value
Weighted average grant date fair value, non-vested, beginning of period (in dollars per share)	$ 29.06
Weighted average grant date fair value, granted (in dollars per share)	$ 28.87
Weighted average grant date fair value, vested (in dollars per share)	$ 28.46
Weighted average grant date fair value, forfeited (in dollars per share)	$ 28.11
Weighted average grant date fair value, non-vested, end of period (in dollars per share)	$ 29.11
Total fair value of shares or units vested	2,825
Performance units disclosure
Performance period (in years)	1
Period of anniversary from the date of grant (in years)	1
Qualifying age for grant of performance units (in years)	55
Qualifying service period (in years)	10 years
Percentage of achievement of the predefined revenue and ROIC targets	100.00%
Closing market price of common stock (in dollars per share)	$ 28.80
Award vesting period, minimum (in years)	P1Y
Award vesting period, maximum (in years)	P3Y
Performance units | Maximum
Performance units disclosure
Percentage payout rate	150.00%
Performance units | Minimum
Performance units disclosure
Percentage payout rate	0.00%
Restricted Stock Units
Weighted average grant date fair value
Total fair value of shares or units vested	$ 3,979

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Summary of Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2012

Summary of Significant Accounting Policies

Goodwill and Other Intangible Assets

• d.    Goodwill and Other Intangible Assets

        Goodwill and intangible assets with indefinite lives are not amortized but are reviewed annually for impairment or more frequently if impairment indicators arise. Other than goodwill, we currently have no intangible assets that have indefinite lives and which are not amortized. Separable intangible assets that are not deemed to have indefinite lives are amortized over their useful lives. We annually assess whether a change in the life over which our intangible assets are amortized is necessary or more frequently if events or circumstances warrant.

        We have selected October 1 as our annual goodwill impairment review date. We performed our most recent annual goodwill impairment review as of October 1, 2011 and noted no impairment of goodwill. However, as a result of an interim triggering event as discussed below, we recorded a provisional goodwill impairment charge in the third quarter of 2011 associated with our Western European operations that was finalized in the fourth quarter of 2011. As of December 31, 2011 and March 31, 2012, no factors were identified that would alter our October 1, 2011 goodwill assessment. In making this assessment, we relied on a number of factors including operating results, business plans, anticipated future cash flows, transactions and marketplace data. There are inherent uncertainties related to these factors and our judgment in applying them to the analysis of goodwill impairment. When changes occur in the composition of one or more reporting units, the goodwill is reassigned to the reporting units affected based on their relative fair values.

        In September 2011, as a result of certain changes we made in the manner in which our European operations are managed, we reorganized our reporting structure and reassigned goodwill among the revised reporting units. Previously, we tested goodwill impairment at the European level on a combined basis. As a result of the management and reporting changes, we concluded that we have three reporting units for our European operations: (1) United Kingdom, Ireland and Norway ("UKI"); (2) Belgium, France, Germany, Luxembourg, Netherlands and Spain ("Western Europe"); and (3) the remaining countries in Europe ("Central Europe"). Due to these changes, we will perform all future goodwill impairment analyses on the new reporting unit basis. As a result of the restructuring of our reporting units, we concluded that we had an interim triggering event, and, therefore, we performed an interim goodwill impairment test for UKI, Western Europe and Central Europe in the third quarter of 2011 as of August 31, 2011. As required by GAAP, prior to our goodwill impairment analysis, we performed an impairment assessment on the long-lived assets within our UKI, Western Europe and Central Europe reporting units and noted no impairment, except for the Italian Business, which was included in our Western Europe reporting unit, and which is now included in discontinued operations as discussed in Note 10. Based on our analysis, we concluded that the goodwill of our UKI and Central Europe reporting units was not impaired. Our UKI and Central Europe reporting units had fair values that exceeded their carrying values by 15.1% and 4.9%, respectively, as of August 31, 2011. Central Europe is still in the investment stage, and, accordingly, its fair value does not exceed its carrying value by a significant margin at this point in time. A deterioration of the UKI or Central Europe businesses or their failure to achieve the forecasted results could lead to impairments in future periods. Our Western Europe reporting unit's fair value was less than its carrying value, and, as a result, we recorded a goodwill impairment charge of $46,500 included as a component of intangible impairments from continuing operations in our consolidated statements of operations for the year ended December 31, 2011. See Note 10 for the portion of the charge allocated to the Italian Business based on a relative fair value basis.

        Our reporting units at which level we performed our goodwill impairment analysis as of October 1, 2011 were as follows: North America; UKI; Western Europe; Central Europe; Latin America; Australia; and Joint Ventures (which includes India, our various joint ventures in Southeast Asia and Russia (referred to as "Joint Ventures")). As of December 31, 2011, the carrying value of goodwill, net amounted to $1,748,879, $306,150, $46,439, $63,781, $27,322, and $61,697 for North America, UKI, Western Europe, Central Europe, Latin America and Australia, respectively. Our Joint Ventures reporting unit has no goodwill as of December 31, 2011 and March 31, 2012. Our North America, Latin America and Australia reporting units had estimated fair values as of October 1, 2011 that exceeded their carrying values by greater than 40%. As of March 31, 2012, the carrying value of goodwill, net amounted to $1,758,722, $315,616, $47,891, $69,384, $28,461, and $62,547 for North America, UKI, Western Europe, Central Europe, Latin America and Australia, respectively.

        Reporting unit valuations have been calculated using an income approach based on the present value of future cash flows of each reporting unit or a combined approach based on the present value of future cash flows and market and transaction multiples of revenues and earnings. The income approach incorporates many assumptions including future growth rates, discount factors, expected capital expenditures and income tax cash flows. Changes in economic and operating conditions impacting these assumptions could result in goodwill impairments in future periods.

        The changes in the carrying value of goodwill attributable to each reportable operating segment for the three months ended March 31, 2012 is as follows:

	North American Business		International Business		Total Consolidated
Gross Balance as of December 31, 2011	$	2,010,241	$	564,044	$	2,574,285
Deductible goodwill acquired during the year		4,818		—		4,818
Currency effects		5,289		18,883		24,172
Gross Balance as of March 31, 2012	$	2,020,348	$	582,927	$	2,603,275
Accumulated Amortization Balance as of December 31, 2011	$	261,362	$	58,655	$	320,017
Currency effects		264		373		637
Accumulated Amortization Balance as of March 31, 2012	$	261,626	$	59,028	$	320,654
Net Balance as of December 31, 2011	$	1,748,879	$	505,389	$	2,254,268
Net Balance as of March 31, 2012	$	1,758,722	$	523,899	$	2,282,621
Accumulated Goodwill Impairment Balance as of December 31, 2011	$	85,909	$	46,500	$	132,409
Accumulated Goodwill Impairment Balance as of March 31, 2012	$	85,909	$	46,500	$	132,409

        The components of our amortizable intangible assets as of March 31, 2012 are as follows:

	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Customer Relationships and Acquisition Costs	$	612,560	$	(196,242	)	$	416,318
Core Technology(1)		3,760		(2,583	)		1,177
Trademarks and Non-Compete Agreements(1)		3,075		(2,562	)		513
Deferred Financing Costs		55,008		(20,573	)		34,435
Total	$	674,403	$	(221,960	)	$	452,443

(1)

Included in other assets, net in the accompanying consolidated balance sheet.

        Amortization expense associated with amortizable intangible assets (including deferred financing costs) was $8,251 and $9,601 for the three months ended March 31, 2011 and 2012, respectively.

Stock-Based Compensation

• e.    Stock-Based Compensation

        We record stock-based compensation expense, utilizing the straight-line method, for the cost of stock options, restricted stock, restricted stock units, performance units and shares of stock issued under the employee stock purchase plan (together, "Employee Stock-Based Awards").

        Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying consolidated statements of operations for the three months ended March 31, 2011 and 2012 was $5,033, including $594 in discontinued operations, ($3,164 after tax or $0.02 per basic and diluted share) and $9,800 ($6,847 after tax or $0.04 per basic and diluted share), respectively.

        Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying consolidated statements of operations related to continuing operations is as follows:

	Three Months Ended March 31,
	2011		2012
Cost of sales (excluding depreciation and amortization)	$	275	$	215
Selling, general and administrative expenses		4,164		9,585
Total stock-based compensation	$	4,439	$	9,800

        The benefits associated with the tax deductions in excess of recognized compensation cost are required to be reported as a financing cash flow. This requirement reduces reported operating cash flows and increases reported financing cash flows. As a result, net financing cash flows from continuing operations included $1,017 and $190 for the three months ended March 31, 2011 and 2012, respectively, from the benefits of tax deductions in excess of recognized compensation cost. The tax benefit of any resulting excess tax deduction increases the Additional Paid-in Capital ("APIC") pool. Any resulting tax deficiency is deducted from the APIC pool.

Stock Options

        Under our various stock option plans, options were granted with exercise prices equal to the market price of the stock on the date of grant. The majority of our options become exercisable ratably over a period of five years and generally have a contractual life of ten years, unless the holder's employment is sooner terminated. Certain of the options we issue become exercisable ratably over a period of ten years and have a contractual life of 12 years, unless the holder's employment is sooner terminated. As of March 31, 2012, ten-year vesting options represent 7.5% of total outstanding options. Beginning in 2011, certain of the options we issue become exercisable ratably over a period of three years and have a contractual life of ten years, unless the holder's employment is sooner terminated. As of March 31, 2012, three-year vesting options represented 11.3% of total outstanding options. Our non-employee directors are considered employees for purposes of our stock option plans and stock option reporting. Options granted to our non-employee directors generally become exercisable after one year.

        The weighted average fair value of options granted for the three months ended March 31, 2011 and 2012 was $7.34 and $7.00 per share, respectively. These values were estimated on the date of grant using the Black-Scholes option pricing model. The following table summarizes the weighted average assumptions used for grants in the respective period:

	Three Months Ended March 31,
Weighted Average Assumptions	2011			2012
Expected volatility		33.4	%		33.8	%
Risk-free interest rate		2.51	%		1.23	%
Expected dividend yield		3	%		3	%
Expected life		6.3 years			6.3 years

        Expected volatility is calculated utilizing daily historical volatility over a period that equates to the expected life of the option. The risk-free interest rate was based on the U.S. Treasury interest rates whose term is consistent with the expected life of the stock options. Expected dividend yield is considered in the option pricing model and represents our current expected per share dividends over the current trade price of our common stock. The expected life (estimated period of time outstanding) of the stock options granted is estimated using the historical exercise behavior of employees.

        A summary of option activity for the three months ended March 31, 2012 is as follows:

	Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic value
Outstanding at December 31, 2011		7,118,458		$	25.73
Granted		21,472			28.86
Exercised		(103,868	)		20.47
Forfeited		(90,076	)		25.92
Expired		(9,510	)		30.33
Outstanding at March 31, 2012		6,936,476		$	25.81		6.47	$	23,729
Options exercisable at March 31, 2012		4,082,790		$	25.48		5.57	$	15,598
Options expected to vest		2,643,329		$	26.31		7.75	$	7,504

        The following table provides the aggregate intrinsic value of stock options exercised for the three months ended March 31, 2011 and 2012:

	Three Months Ended March 31,
	2011		2012
Aggregate intrinsic value of stock options exercised	$	6,047	$	1,064

Restricted Stock and Restricted Stock Units

        Under our various stock option plans, we may also issue grants of restricted stock or restricted stock units ("RSUs"). Our restricted stock and RSUs generally have a three to five year vesting period. The fair value of restricted stock and RSUs is the excess of the market price of our common stock at the date of grant over the purchase price (which is typically zero).

        A summary of restricted stock and RSUs activity for the three months ended March 31, 2012 is as follows:

	Restricted Stock and RSUs			Weighted- Average Grant-Date Fair Value
Non-vested at December 31, 2011		610,951		$	28.85
Granted		655,809			28.86
Vested		(139,477	)		28.36
Forfeited		(11,550	)		28.75
Non-vested at March 31, 2012		1,115,733		$	28.92

        No restricted stock vested during the three months ended March 31, 2011 and 2012, respectively. No RSUs vested during the three months ended March 31, 2011 and $3,979 vested during the three months ended March 31, 2012.

Performance Units

        Under our various stock option plans, we may also issue grants of performance units ("PUs"). The number of PUs earned is determined based on our performance against predefined targets, which for 2011 and 2012 were calendar year revenue growth and return on invested capital ("ROIC"). The range of payout is zero to 150% of the number of granted PUs. The number of PUs earned is determined based on actual performance at the end of the one-year performance period, and the award will be settled in shares of our common stock, subject to cliff vesting, three years from the date of the original PU grant. Additionally, employees who are employed through the one-year anniversary of the date of grant and who reach both 55 years of age and 10 years of qualifying service (the "retirement criteria") shall immediately and completely vest in any PUs earned based on the actual achievement against the predefined targets as discussed above. As a result, PUs will be expensed over the shorter of (1) the vesting period, (2) achievement of the retirement criteria, which such achievement may occur as early as one year after the date of grant, or (3) a maximum of three years.

        During 2012, we issued 221,781 PUs. During the one-year performance period, we will forecast the likelihood of achieving the predefined annual revenue growth and ROIC targets in order to calculate the expected PUs to be earned. We will record a compensation charge based on either the forecasted PUs to be earned (during the one-year performance period) or the actual PUs earned (at the one-year anniversary date) over the vesting period for each individual grant as described above. The PU liability is remeasured at each fiscal quarter-end during the vesting period using the estimated percentage of units earned multiplied by the closing market price of our common stock on the current period-end date and is pro-rated based on the amount of time passed in the vesting period. The total fair value of earned PUs that vested during the first quarter of 2012 was $2,825. As of March 31, 2012, we expected 100% achievement of the predefined revenue and ROIC targets associated with the grants made in 2012, and the closing market price of our common stock was $28.80.

        A summary of PU activity for the three months ended March 31, 2012 is as follows:

	PUs Original Awards			PUs Adjustment(1)			Total PUs Awards			Weighted- Average Grant-Date Fair Value
Non-vested at December 31, 2011		112,749			—			112,749		$	29.06
Granted		221,781			12,012			233,793			28.87
Vested		(96,120	)		(1,938	)		(98,058	)		28.46
Forfeited		(291	)		—			(291	)		28.11
Non-vested at March 31, 2012		238,119			10,074			248,193		$	29.11

(1)

Represents the additional number of PUs based on either (a) the final performance criteria achievement at the end of the one-year performance period or (b) a change in estimated awards based on the forecasted performance against the predefined targets.

Employee Stock Purchase Plan

        We offer an employee stock purchase plan (the "ESPP") in which participation is available to substantially all U.S. and Canadian employees who meet certain service eligibility requirements. The ESPP provides a way for our eligible employees to become stockholders on favorable terms. The ESPP provides for the purchase of our common stock by eligible employees through successive offering periods. We generally have two six-month offering periods per year, the first of which begins June 1 and ends November 30 and the second of which begins December 1 and ends May 31. During each offering period, participating employees accumulate after-tax payroll contributions, up to a maximum of 15% of their compensation, to pay the exercise price of their options. Participating employees may withdraw from an offering period before the purchase date and obtain a refund of the amounts withheld as payroll deductions. At the end of the offering period, outstanding options are exercised, and each employee's accumulated contributions are used to purchase our common stock. The price for shares purchased under the ESPP is 95% of the fair market price at the end of the offering period, without a look-back feature. As a result, we do not recognize compensation cost for the ESPP shares purchased. In the three months ended March 31, 2011 and 2012, there were no offering periods which ended under the ESPP and no shares were issued.

        The number of shares available for purchase under the ESPP at March 31, 2012 was 399,761.

        As of March 31, 2012, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards was $55,291 and is expected to be recognized over a weighted-average period of 2.8 years.

        We generally issue shares for the exercises of stock options, restricted stock, RSUs, PUs and shares under our ESPP from unissued reserved shares.

Income (Loss) Per Share-Basic and Diluted

• f.

  Income (Loss) Per Share—Basic and Diluted

        Basic income (loss) per common share is calculated by dividing income (loss) by the weighted average number of common shares outstanding. The calculation of diluted income (loss) per share is consistent with that of basic income (loss) per share but gives effect to all potential common shares (that is, securities such as options, warrants or convertible securities) that were outstanding during the period, unless the effect is antidilutive.

        The following table presents the calculation of basic and diluted income (loss) per share:

	Three Months Ended March 31,
	2011			2012
Income (Loss) from continuing operations	$	81,176		$	61,073
Total income (loss) from discontinued operations (see Note 10)	$	(6,557	)	$	(5,093	)
Net income (loss) attributable to Iron Mountain Incorporated	$	73,460		$	55,350
Weighted-average shares—basic		200,228,000			171,320,000
Effect of dilutive potential stock options		995,149			720,788
Effect of dilutive potential restricted stock, RSUs and PUs		27,659			181,867
Weighted-average shares—diluted		201,250,808			172,222,655
Earnings (Losses) per share—basic:
Income (Loss) from continuing operations	$	0.41		$	0.36
Total income (loss) from discontinued operations (see Note 10)	$	(0.03	)	$	(0.03	)
Net income (loss) attributable to Iron Mountain Incorporated—basic	$	0.37		$	0.32
Earnings (Losses) per share—diluted:
Income (Loss) from continuing operations	$	0.40		$	0.35
Total income (loss) from discontinued operations (see Note 10)	$	(0.03	)	$	(0.03	)
Net income (loss) attributable to Iron Mountain Incorporated—diluted	$	0.37		$	0.32
Antidilutive stock options, RSUs and PUs, excluded from the calculation		8,701,049			2,045,616

Revenues

• g.

  Revenues

        Our revenues consist of storage revenues as well as service revenues and are reflected net of sales and value added taxes. Storage revenues, which are considered a key performance indicator for the information management services industry, consist primarily of recurring periodic charges related to the storage of materials or data (generally on a per unit basis). Service revenues are comprised of charges for related core service activities and a wide array of complementary products and services. Included in core service revenues are: (1) the handling of records, including the addition of new records, temporary removal of records from storage, refiling of removed records and the destruction of records; (2) courier operations, consisting primarily of the pickup and delivery of records upon customer request; (3) secure shredding of sensitive documents; and (4) other recurring services, including hybrid services, which relate to physical and digital records, and recurring project revenues. Our complementary services revenues include special project work, customer termination and permanent withdrawal fees, data restoration projects, fulfillment services, consulting services, technology services and product sales (including specially designed storage containers and related supplies). Our secure shredding revenues include the sale of recycled paper (included in complementary services revenues), the price of which can fluctuate from period to period, adding to the volatility and reducing the predictability of that revenue stream.

        We recognize revenue when the following criteria are met: persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable and collectability of the resulting receivable is reasonably assured. Storage and service revenues are recognized in the month the respective storage or service is provided, and customers are generally billed on a monthly basis on contractually agreed-upon terms. Amounts related to future storage or prepaid service contracts for customers where storage fees or services are billed in advance are accounted for as deferred revenue and recognized ratably over the applicable storage or service period or when the service is performed. Revenue from the sales of products, which is included as a component of service revenues, is recognized when products are shipped to the customer and title has passed to the customer. Revenues from the sales of products have historically not been significant.

Allowance for Doubtful Accounts and Credit Memo Reserves

• h.

  Allowance for Doubtful Accounts and Credit Memo Reserves

        We maintain an allowance for doubtful accounts and credit memos for estimated losses resulting from the potential inability of our customers to make required payments and potential disputes regarding billing and service issues. When calculating the allowance, we consider our past loss experience, current and prior trends in our aged receivables and credit memo activity, current economic conditions and specific circumstances of individual receivable balances. If the financial condition of our customers were to significantly change, resulting in a significant improvement or impairment of their ability to make payments, an adjustment of the allowance may be required. We consider accounts receivable to be delinquent after such time as reasonable means of collection have been exhausted. We charge-off uncollectible balances as circumstances warrant, generally, no later than one year past due.

Income Taxes

• i.

  Income Taxes

        Our effective tax rates for the three months ended March 31, 2011 and 2012 were 17.1% and 29.3%, respectively. The primary reconciling items between the federal statutory rate of 35% and our overall effective tax rate are state income taxes (net of federal benefit) and differences in the rates of tax at which our foreign earnings are subject, including foreign exchange gains and losses in different jurisdictions with different tax rates. During the three months ended March 31, 2011, foreign currency losses were recorded in higher tax jurisdictions associated with our marking-to-market of debt and derivative instruments while foreign currency gains were recorded in lower tax jurisdictions associated with our marking-to-market of intercompany loan positions, which reduced our 2011 effective tax rate by 12.6%. In addition, the recognition of certain previously unrecognized tax benefits due to settlements with tax authorities in various jurisdictions reduced the 2011 tax rate by 2.0%. During the three months ended March 31, 2012, foreign currency losses were recorded in higher tax jurisdictions associated with our marking-to-market of debt and derivative instruments while foreign currency gains were recorded in lower tax jurisdictions associated with our marking-to-market of intercompany loan positions, which reduced our 2012 effective tax rate by 8.9%.

        We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Discrete items and changes in our estimate of the annual effective tax rate are recorded in the period they occur. Our effective tax rate is subject to variability in the future due to, among other items: (1) changes in the mix of income from foreign jurisdictions; (2) tax law changes; (3) volatility in foreign exchange gains (losses); (4) the timing of the establishment and reversal of tax reserves; and (5) our ability to utilize foreign tax credits that we generate. We are subject to income taxes in the U.S. and numerous foreign jurisdictions. We are subject to examination by various tax authorities in jurisdictions in which we have significant business operations. We regularly assess the likelihood of additional assessments by tax authorities and provide for these matters as appropriate. Although we believe our tax estimates are appropriate, the final determination of tax audits and any related litigation could result in changes in our estimates.

        Accounting for income taxes requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the tax and financial reporting basis of assets and liabilities and for loss and credit carryforwards. Valuation allowances are provided when recovery of deferred tax assets is not considered more likely than not.

        We have elected to recognize interest and penalties associated with uncertain tax positions as a component of the provision (benefit) for income taxes in the accompanying consolidated statements of operations. We recorded a reduction of $609 and $249 for gross interest and penalties for the three months ended March 31, 2011 and 2012, respectively. We had $2,819 and $2,570 accrued for the payment of interest and penalties as of December 31, 2011 and March 31, 2012, respectively.

        We have not recorded deferred taxes on book over tax outside basis differences related to certain foreign subsidiaries because such basis differences are not expected to reverse in the foreseeable future and we intend to reinvest indefinitely outside the U.S. These basis differences arose primarily through the undistributed book earnings of our foreign subsidiaries. The basis differences could be reversed through a sale of the subsidiaries, each of which would result in an increase in our provision for income taxes. As of March 31, 2012, we had approximately $75,000 of undistributed earnings within our foreign subsidiaries. It is not practicable to calculate the amount of unrecognized deferred tax liability on the amount of undistributed earnings.

Property, Plant and Equipment

• p.

  Property, Plant and Equipment

        We develop various software applications for internal use. Computer software costs associated with internal use software are expensed as incurred until certain capitalization criteria are met. Payroll and related costs for employees who are directly associated with, and who devote time to, the development of internal use computer software projects (to the extent time is spent directly on the project) are capitalized and depreciated over the estimated useful life of the software. Capitalization begins when the design stage of the application has been completed and it is probable that the application will be completed and used to perform the function intended. Depreciation begins when the software is placed in service. Computer software costs that are capitalized are periodically evaluated for impairment.

        Consolidated loss on disposal/write-down of property, plant and equipment, net of $719 for the three months ended March 31, 2012 consisted primarily of write-offs associated with our European and Latin American operations. Consolidated gain on disposal/write-down of property, plant and equipment, net of $464 for the three months ended March 31, 2011 consisted primarily of gains related to vehicle dispositions in North America.

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Summary of Significant Accounting Policies (Details 6) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2012 year fund bank	Mar. 31, 2011	Dec. 31, 2011 fund bank
Income (Loss) Per Share-Basic and Diluted
Income (Loss) from Continuing Operations	$ 61,073	$ 81,176
Total income (Loss) from discontinued operations (see Note 10)	(5,093)	(6,557)
Net Income (Loss) Attributable to Iron Mountain Incorporated	55,350	73,460
Weighted-average shares-basic	171,320,000	200,228,000
Effect of dilutive potential stock options (in shares)	720,788	995,149
Effect of dilutive potential restricted stock, RSUs and PUs (in shares)	181,867	27,659
Weighted-average shares-diluted	172,223,000	201,251,000
Earnings (Losses) per share-basic:
Income (Loss) from continuing operations (in dollars per share)	$ 0.36	$ 0.41
Total income (Loss) from Discontinued Operations (see Note 10) (in dollars per share)	$ (0.03)	$ (0.03)
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share)	$ 0.32	$ 0.37
Earnings (Losses) per share-diluted:
Income (Loss) from continuing operations (in dollars per share)	$ 0.35	$ 0.40
Total income (Loss) from Discontinued Operations (see Note 10) (in dollars per share)	$ (0.03)	$ (0.03)
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share)	$ 0.32	$ 0.37
Antidilutive stock options, RSUs and PUs, excluded from the calculation (in shares)	2,045,616	8,701,049
Allowance for Doubtful Accounts and Credit Memo Reserves
The general period to charge-off uncollectible balances of receivable, as circumstances warrant, is no later than this period of time past due (in years)	1
Income Taxes:
Effective tax rates (as a percent)	29.30%	17.10%
Statutory income tax rate (as a percent)	35.00%	35.00%
Reduction in effective income tax rate reconciliation, other adjustments (as a percent)		12.60%
Reduction in effective tax rate due to settlements with tax authorities (as a percent)	8.90%	2.00%
Reduction in gross interest and penalties recorded	249	609
Accrued interest and penalties recorded	2,570		2,819
Undistributed earning of foreign subsidiaries	75,000
Concentrations of Credit Risk
Number of global banks with cash, cash equivalent and restricted cash held on deposit	5		5
Number of "Triple A" rated money market funds with cash, cash equivalent and restricted cash held on deposit	1		1
Maximum investment limit in any one mutual fund or financial institution	50,000
Cash, cash equivalent and restricted cash	213,405		214,955
Money market fund and time deposits	$ 166,343		$ 181,823

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Derivative Instruments and Hedging Activities (Tables)

3 Months Ended

Mar. 31, 2012

Derivative Instruments and Hedging Activities

Fair value of derivative instruments

	Asset Derivatives
	December 31, 2011			March 31, 2012
Derivatives Not Designated as Hedging Instruments	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Foreign exchange contracts	Current assets	$	2,803	Current assets	$	72
Total		$	2,803		$	72

	Liability Derivatives
	December 31, 2011			March 31, 2012
Derivatives Not Designated as Hedging Instruments	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Foreign exchange contracts	Current liabilities	$	435	Current liabilities	$	4,172
Total		$	435		$	4,172

Fair value of derivative instruments, amount of (gain) loss recognized in income

		Amount of (Gain) Loss Recognized in Income on Derivatives
		Three Months Ended March 31,
	Location of (Gain) Loss Recognized in Income on Derivative
Derivatives Not Designated as Hedging Instruments		2011		2012
Foreign exchange contracts	Other expense (income), net	$	4,921	$	7,971
Total		$	4,921	$	7,971

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CONSOLIDATED STATEMENTS OF EQUITY (USD $) In Thousands, except Share data, unless otherwise specified	Total	Common Stock	Additional Paid-in Capital	Retained Earnings	Accumulated Other Comprehensive Items, Net	Noncontrolling Interests
Balance at Dec. 31, 2010	$ 1,952,865	$ 2,001	$ 1,228,655	$ 685,310	$ 29,482	$ 7,417
Balance (in shares) at Dec. 31, 2010		200,064,066
Increase (Decrease) in Stockholders' Equity
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation, including tax benefit of $190 and $1,017 for the three months ended March 31, 2012 and 2011, respectively	16,232	6	16,226
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation, including tax benefit of $190 and $1,017 for the three months ended March 31, 2012 and 2011, respectively (in shares)		578,218
Stock repurchases	(10,971)	(4)	(10,967)
Stock repurchases (in shares)		(384,169)
Parent cash dividends declared	(37,601)			(37,601)
Comprehensive Income (Loss):
Currency translation adjustment	22,478				22,518	(40)
Net income (loss)	74,619			73,460		1,159
Noncontrolling interests dividends	(33)					(33)
Balance at Mar. 31, 2011	2,017,589	2,003	1,233,914	721,169	52,000	8,503
Balance (in shares) at Mar. 31, 2011		200,258,115
Balance at Dec. 31, 2011	1,254,256	1,721	343,603	902,567	(2,203)	8,568
Balance (in shares) at Dec. 31, 2011	172,140,966	172,140,966
Increase (Decrease) in Stockholders' Equity
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation, including tax benefit of $190 and $1,017 for the three months ended March 31, 2012 and 2011, respectively	8,568	2	8,566
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation, including tax benefit of $190 and $1,017 for the three months ended March 31, 2012 and 2011, respectively (in shares)		144,581
Stock repurchases	(34,688)	(11)	(34,677)
Stock repurchases (in shares)		(1,103,149)
Parent cash dividends declared	(42,791)			(42,791)
Comprehensive Income (Loss):
Currency translation adjustment	27,947				27,489	458
Net income (loss)	55,980			55,350		630
Noncontrolling interests equity contributions	39					39
Noncontrolling interests dividends	(508)					(508)
Balance at Mar. 31, 2012	$ 1,268,803	$ 1,712	$ 317,492	$ 915,126	$ 25,286	$ 9,187
Balance (in shares) at Mar. 31, 2012	171,182,398	171,182,398

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CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Mar. 31, 2012	Dec. 31, 2011
CONSOLIDATED BALANCE SHEETS
Accounts receivable, allowances (in dollars)	$ 23,206	$ 23,277
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, authorized shares	10,000,000	10,000,000
Preferred stock, issued shares	0	0
Preferred stock, outstanding shares	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, authorized shares	400,000,000	400,000,000
Common stock, issued shares	171,182,398	172,140,966
Common stock, outstanding shares	171,182,398	172,140,966

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Segment Information

3 Months Ended

Mar. 31, 2012

Segment Information

Segment Information

(7) Segment Information

        Our operating segments and Corporate are described as follows:

• •

  North American Business—information management services throughout the United States and Canada, including the storage of paper documents, as well as other media such as microfilm and microfiche, master audio and videotapes, film, X-rays and blueprints, including healthcare information services, vital records services, service and courier operations, and the collection, handling and disposal of sensitive documents for corporate customers ("Hard Copy"); the storage and rotation of backup computer media as part of corporate disaster recovery plans, including service and courier operations ("Data Protection"); information destruction services ("Destruction"); the scanning, imaging and document conversion services of active and inactive records ("Hybrid Services"); the storage, assembly, and detailed reporting of customer marketing literature and delivery to sales offices, trade shows and prospective customers' sites based on current and prospective customer orders ("Fulfillment"); and technology escrow services that protect and manage source code.

  •

  International Business—information management services throughout Europe, Latin America and Asia Pacific, including Hard Copy, Data Protection, Destruction and Hybrid Services. Our European operations provide Hard Copy, Data Protection and Hybrid Services throughout Europe and Destruction services are primarily provided in the United Kingdom and Ireland. Our Latin America operations provide Hard Copy, Data Protection, Destruction and Hybrid Services throughout Argentina, Brazil, Chile, Mexico and Peru. Our Asia Pacific operations provide Hard Copy, Data Protection, Destruction and Hybrid Services throughout Australia, with Hard Copy and Data Protection services also provided in certain cities in India, Singapore, Hong Kong-SAR and China.

  •

  Corporate—consists of costs related to executive and staff functions, including finance, human resources and information technology, which benefit the enterprise as a whole. These costs are primarily related to the general management of these functions on a corporate level and the design and development of programs, policies and procedures that are then implemented in the individual segments, with each segment bearing its own cost of implementation. Corporate also includes stock-based employee compensation expense associated with all Employee Stock-Based Awards.

        An analysis of our business segment information and reconciliation to the consolidated financial statements is as follows:

	North American Business		International Business		Corporate			Total Consolidated
Three Months Ended March 31, 2011
Total Revenues	$	555,298	$	190,711	$	—		$	746,009
Depreciation and Amortization		45,416		25,421		9,326			80,163
Depreciation		42,453		21,599		9,286			73,338
Amortization		2,963		3,822		40			6,825
Adjusted OIBDA		227,975		38,878		(49,554	)		217,299
Total Assets(1)		4,310,523		1,792,908		384,173			6,487,604
Expenditures for Segment Assets		36,050		47,724		6,032			89,806
Capital Expenditures		28,785		17,391		6,032			52,208
Cash Paid for Acquisitions, Net of Cash acquired		5,029		29,676		—			34,705
Additions to Customer Relationship and Acquisition Costs		2,236		657		—			2,893
Three Months Ended March 31, 2012
Total Revenues		552,311		194,187		—			746,498
Depreciation and Amortization		44,514		25,407		8,087			78,008
Depreciation		41,396		20,701		8,052			70,149
Amortization		3,118		4,706		35			7,859
Adjusted OIBDA		226,349		43,559		(49,368	)		220,540
Total Assets(1)		4,228,281		1,666,245		192,096			6,086,622
Expenditures for Segment Assets		39,336		20,294		8,112			67,742
Capital Expenditures		27,933		19,871		8,112			55,916
Cash Paid for Acquisitions, Net of Cash acquired		8,818		—		—			8,818
Additions to Customer Relationship and Acquisition Costs		2,585		423		—			3,008

(1)

Excludes all intercompany receivables or payables and investment in subsidiary balances.

        The accounting policies of the reportable segments are the same as those described in Note 2. Adjusted OIBDA for each segment is defined as operating income before depreciation, amortization, intangible impairments and (gain) loss on disposal/write-down of property, plant and equipment, net directly attributable to the segment. Internally, we use Adjusted OIBDA as the basis for evaluating the performance of, and allocating resources to, our operating segments.

        A reconciliation of Adjusted OIBDA to income from continuing operations before provision (benefit) for income taxes on a consolidated basis is as follows:

	Three Months Ended March 31,
	2011			2012
Adjusted OIBDA	$	217,299		$	220,540
Less: Depreciation and Amortization		80,163			78,008
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		(464	)		719
Interest Expense, Net		48,618			58,784
Other (Income) Expense, Net		(8,958	)		(3,304	)
Income from Continuing Operations before Provision (Benefit) for Income Taxes	$	97,940		$	86,333

XML

Document and Entity Information	3 Months Ended
	Mar. 31, 2012	Apr. 23, 2012
Document and Entity Information
Entity Registrant Name	IRON MOUNTAIN INC
Entity Central Index Key	0001020569
Document Type	10-Q
Document Period End Date	Mar. 31, 2012
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		171,199,613
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	Q1

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2012

Commitments and Contingencies

Commitments and Contingencies

(8) Commitments and Contingencies

a.

Litigation

        We are involved in litigation from time to time in the ordinary course of business. A portion of the defense and/or settlement costs associated with such litigation is covered by various commercial liability insurance policies purchased by us and, in limited cases, indemnification from third parties. Our policy is to establish reserves for loss contingencies when the losses are both probable and reasonably estimable. We record legal costs associated with loss contingencies as expenses in the period in which they are incurred. The matters described below represent our significant loss contingencies. We have evaluated each matter and, if both probable and estimable, accrued an amount that represents our estimate of any probable loss associated with such matter. In addition, we have estimated a reasonably possible range for all loss contingencies including those described below. We believe it is reasonably possible that we could incur aggregate losses in addition to amounts currently accrued for all matters up to an additional $52,000 over the next several years.

b.

Patent Infringement Lawsuit

        In August 2010, we were named as a defendant in a patent infringement suit filed in the U.S. District Court for the Eastern District of Texas by Oasis Research, LLC. The plaintiff alleges that the technology found in our Connected and LiveVault products infringed certain U.S. patents owned by the plaintiff and seeks an unspecified amount of damages. The trial is scheduled to begin on March 4, 2013. As part of the sale of our Digital Business, discussed at Note 10, our Connected and LiveVault products were sold to Autonomy, and Autonomy has assumed this obligation and the defense of this litigation and has agreed to indemnify us against any losses.

c.

Government Contract Billing Matter

        Since October 2001, we have provided services to the U.S. Government under several General Services Administration ("GSA") multiple award schedule contracts (the "Schedules"). The earliest of the Schedules was renewed in October 2006 with certain modifications to its terms. The Schedules contain a price reductions clause ("Price Reductions Clause") that requires us to offer to reduce the prices billed to the Government under the Schedules to correspond to the prices billed to certain benchmark commercial customers. Over the five years and six months ended March 31, 2012 we billed approximately $45,000 under the Schedules. In 2011, we initiated an internal review covering the contract period commencing in October 2006, and we discovered potential non-compliance with the Price Reductions Clause. We voluntarily disclosed the potential non-compliance to the GSA and its Office of Inspector General ("OIG") in June 2011.

        We continue to review this matter and will provide the GSA and OIG with information regarding our pricing practices and the proposed pricing adjustment amount to be refunded. The GSA and OIG, however, may not agree with our determination of the refund amount and may request additional pricing adjustments, refunds, civil penalties, up to treble damages and/or interest related to our Schedules.

        In April 2012, the U.S. Government sent us a subpoena seeking information that substantially overlaps with the subjects that are covered by the voluntary disclosure process that we initiated with the GSA and OIG in June 2011, except that the subpoena seeks information dating back to 2000. Despite the substantial overlap, we understand that the subpoena relates to a separate inquiry, under the civil False Claims Act, that has been initiated independent of the GSA and OIG voluntary disclosure matter. We cannot determine at this time whether this separate inquiry will result in liability in addition to the amount that may be paid in connection with the voluntary disclosure to the OIG and GSA described above.

        Given the above, it is reasonably possible that an adjustment to our estimates may be required in the future as a result of updated facts and circumstances. To the extent that an adjustment to our estimates is necessary in a future period, we will assess, at that time, whether the adjustment is a result of a change in estimate or the correction of an error. A change in estimate would be reflected as an adjustment through the then-current period statement of operations. A correction of an error would require a quantitative and qualitative analysis to determine the approach to correcting the error. A correction of an error could be reflected in the then-current period statement of operations or as a restatement of prior period financial information, depending upon the underlying facts and circumstances and our quantitative and qualitative analysis.

d.

State of Massachusetts Notices of Intention to Assess

        We are currently under audit by the state of Massachusetts for the 2004 through 2008 tax years. We have not received any final assessments to date. However, we have received notices of intention to assess for the 2004 to 2006 tax years in the amount of $7,867, including tax and penalties (but excluding interest). Currently this audit is on appeal with the Massachusetts Department of Revenue. The final outcome of this audit may result in an assessment of income tax, which is a component of the income tax provision, or an assessment of net worth tax, which is an operating charge. We intend to defend this matter vigorously.

e.

Italy Fire

        We experienced a fire at a facility we lease in Aprilla, Italy on November 4, 2011. The cause of the fire is currently being investigated. The facility primarily stored archival and inactive business records for local area businesses.

        The leased facility, constructed in 2004, is one of approximately 1,000 facilities in our global portfolio and one of 10 facilities located in Italy. Despite quick response by local fire authorities, damage to the building was extensive, and the building was a total loss. We believe we carry adequate insurance and are in the process of assessing the impact of the fire but do not expect that this event will have a material impact to our consolidated financial condition, results of operations and cash flows.

        Our policy related to business interruption insurance recoveries is to record gains within other (income) expense, net in our consolidated statement of operations and proceeds received within cash flows from operating activities in our consolidated statement of cash flows. Such amounts are recorded in the period the cash is received. Our policy with respect to involuntary conversion of property, plant and equipment is to record any gain or loss within (gain) loss on disposal/write-down of property, plant and equipment, net within operating income in our consolidated statement of operations and proceeds received within cash flows from investing activities within our consolidated statement of cash flows. Losses are recorded when incurred and gains are recorded in the period when the cash received exceeds the carrying value of the related property, plant and equipment.

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CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) In Thousands, except Per Share data, unless otherwise specified	1 Months Ended					3 Months Ended
	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Mar. 31, 2012	Mar. 31, 2011
Revenues:
Storage						$ 425,341	$ 415,705
Service						321,157	330,304
Total Revenues						746,498	746,009
Operating Expenses:
Cost of sales (excluding depreciation and amortization)						315,298	315,955
Selling, general and administrative						210,660	212,755
Depreciation and amortization						78,008	80,163
(Gain) Loss on disposal/write-down of property, plant and equipment, net						719	(464)
Total Operating Expenses						604,685	608,409
Operating Income (Loss)						141,813	137,600
Interest Expense, Net (includes Interest Income of $551 and $545 for the three months ended March 31, 2011 and 2012, respectively)						58,784	48,618
Other (Income) Expense, Net						(3,304)	(8,958)
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes						86,333	97,940
Provision (Benefit) for Income Taxes						25,260	16,764
Income (Loss) from Continuing Operations						61,073	81,176
Income (Loss) from Discontinued Operations, Net of Tax						(5,093)	(6,557)
Net Income (Loss)						55,980	74,619
Less: Net Income (Loss) Attributable to Noncontrolling Interests						630	1,159
Net Income (Loss) Attributable to Iron Mountain Incorporated						$ 55,350	$ 73,460
Earnings (Losses) per Share-Basic:
Income (Loss) from Continuing Operations (in dollars per share)						$ 0.36	$ 0.41
Total Income (Loss) from Discontinued Operations (in dollars per share)						$ (0.03)	$ (0.03)
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share)						$ 0.32	$ 0.37
Earnings (Losses) per Share-Diluted:
Income (Loss) from Continuing Operations (in dollars per share)						$ 0.35	$ 0.40
Total Income (Loss) from Discontinued Operations (in dollars per share)						$ (0.03)	$ (0.03)
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share)						$ 0.32	$ 0.37
Weighted Average Common Shares Outstanding-Basic (in shares)						171,320	200,228
Weighted Average Common Shares Outstanding-Diluted (in shares)						172,223	201,251
Dividends Declared per Common Share (in dollars per share)	$ 0.2500	$ 0.2500	$ 0.2500	$ 0.2500	$ 0.1875	$ 0.2500	$ 0.1875

XML

Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2012

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

(2) Summary of Significant Accounting Policies

• a.    Principles of Consolidation

        The accompanying financial statements reflect our financial position, results of operations and cash flows on a consolidated basis. All intercompany account balances have been eliminated.

• b.    Cash, Cash Equivalents and Restricted Cash

        Cash and cash equivalents include cash on hand and cash invested in short-term securities, which have remaining maturities at the date of purchase of less than 90 days. Cash and cash equivalents are carried at cost, which approximates fair value.

        We have restricted cash associated with a collateral trust agreement with our insurance carrier that was entered into in 2010 related to our worker's compensation self-insurance program. The restricted cash subject to this agreement was $35,110 and $35,112 as of December 31, 2011 and March 31, 2012, respectively, and is included in current assets on our consolidated balance sheets. Restricted cash consists primarily of U.S. Treasuries.

• c.    Foreign Currency

        Local currencies are considered the functional currencies for our operations outside the U.S., with the exception of certain foreign holding companies and our financing center in Switzerland, whose functional currencies are the U.S. dollar. In those instances where the local currency is the functional currency, assets and liabilities are translated at period-end exchange rates, and revenues and expenses are translated at average exchange rates for the applicable period. Resulting translation adjustments are reflected in the accumulated other comprehensive items, net component of Iron Mountain Incorporated Stockholders' Equity and Noncontrolling Interests. The gain or loss on foreign currency transactions, calculated as the difference between the historical exchange rate and the exchange rate at the applicable measurement date, including those related to (1) our 7¹/4% GBP Senior Subordinated Notes due 2014, (2) our 6³/4% Euro Senior Subordinated Notes due 2018, (3) the borrowings in certain foreign currencies under our revolving credit agreement and (4) certain foreign currency denominated intercompany obligations of our foreign subsidiaries to us and between our foreign subsidiaries, which are not considered permanently invested, are included in other expense (income), net, on our consolidated statements of operations. The total gain or loss on foreign currency transactions amounted to a net gain of $3,096 and $2,575 for the three months ended March 31, 2011 and 2012, respectively.

• d.    Goodwill and Other Intangible Assets

        Goodwill and intangible assets with indefinite lives are not amortized but are reviewed annually for impairment or more frequently if impairment indicators arise. Other than goodwill, we currently have no intangible assets that have indefinite lives and which are not amortized. Separable intangible assets that are not deemed to have indefinite lives are amortized over their useful lives. We annually assess whether a change in the life over which our intangible assets are amortized is necessary or more frequently if events or circumstances warrant.

        We have selected October 1 as our annual goodwill impairment review date. We performed our most recent annual goodwill impairment review as of October 1, 2011 and noted no impairment of goodwill. However, as a result of an interim triggering event as discussed below, we recorded a provisional goodwill impairment charge in the third quarter of 2011 associated with our Western European operations that was finalized in the fourth quarter of 2011. As of December 31, 2011 and March 31, 2012, no factors were identified that would alter our October 1, 2011 goodwill assessment. In making this assessment, we relied on a number of factors including operating results, business plans, anticipated future cash flows, transactions and marketplace data. There are inherent uncertainties related to these factors and our judgment in applying them to the analysis of goodwill impairment. When changes occur in the composition of one or more reporting units, the goodwill is reassigned to the reporting units affected based on their relative fair values.

        In September 2011, as a result of certain changes we made in the manner in which our European operations are managed, we reorganized our reporting structure and reassigned goodwill among the revised reporting units. Previously, we tested goodwill impairment at the European level on a combined basis. As a result of the management and reporting changes, we concluded that we have three reporting units for our European operations: (1) United Kingdom, Ireland and Norway ("UKI"); (2) Belgium, France, Germany, Luxembourg, Netherlands and Spain ("Western Europe"); and (3) the remaining countries in Europe ("Central Europe"). Due to these changes, we will perform all future goodwill impairment analyses on the new reporting unit basis. As a result of the restructuring of our reporting units, we concluded that we had an interim triggering event, and, therefore, we performed an interim goodwill impairment test for UKI, Western Europe and Central Europe in the third quarter of 2011 as of August 31, 2011. As required by GAAP, prior to our goodwill impairment analysis, we performed an impairment assessment on the long-lived assets within our UKI, Western Europe and Central Europe reporting units and noted no impairment, except for the Italian Business, which was included in our Western Europe reporting unit, and which is now included in discontinued operations as discussed in Note 10. Based on our analysis, we concluded that the goodwill of our UKI and Central Europe reporting units was not impaired. Our UKI and Central Europe reporting units had fair values that exceeded their carrying values by 15.1% and 4.9%, respectively, as of August 31, 2011. Central Europe is still in the investment stage, and, accordingly, its fair value does not exceed its carrying value by a significant margin at this point in time. A deterioration of the UKI or Central Europe businesses or their failure to achieve the forecasted results could lead to impairments in future periods. Our Western Europe reporting unit's fair value was less than its carrying value, and, as a result, we recorded a goodwill impairment charge of $46,500 included as a component of intangible impairments from continuing operations in our consolidated statements of operations for the year ended December 31, 2011. See Note 10 for the portion of the charge allocated to the Italian Business based on a relative fair value basis.

        Our reporting units at which level we performed our goodwill impairment analysis as of October 1, 2011 were as follows: North America; UKI; Western Europe; Central Europe; Latin America; Australia; and Joint Ventures (which includes India, our various joint ventures in Southeast Asia and Russia (referred to as "Joint Ventures")). As of December 31, 2011, the carrying value of goodwill, net amounted to $1,748,879, $306,150, $46,439, $63,781, $27,322, and $61,697 for North America, UKI, Western Europe, Central Europe, Latin America and Australia, respectively. Our Joint Ventures reporting unit has no goodwill as of December 31, 2011 and March 31, 2012. Our North America, Latin America and Australia reporting units had estimated fair values as of October 1, 2011 that exceeded their carrying values by greater than 40%. As of March 31, 2012, the carrying value of goodwill, net amounted to $1,758,722, $315,616, $47,891, $69,384, $28,461, and $62,547 for North America, UKI, Western Europe, Central Europe, Latin America and Australia, respectively.

        Reporting unit valuations have been calculated using an income approach based on the present value of future cash flows of each reporting unit or a combined approach based on the present value of future cash flows and market and transaction multiples of revenues and earnings. The income approach incorporates many assumptions including future growth rates, discount factors, expected capital expenditures and income tax cash flows. Changes in economic and operating conditions impacting these assumptions could result in goodwill impairments in future periods.

        The changes in the carrying value of goodwill attributable to each reportable operating segment for the three months ended March 31, 2012 is as follows:

	North American Business		International Business		Total Consolidated
Gross Balance as of December 31, 2011	$	2,010,241	$	564,044	$	2,574,285
Deductible goodwill acquired during the year		4,818		—		4,818
Currency effects		5,289		18,883		24,172
Gross Balance as of March 31, 2012	$	2,020,348	$	582,927	$	2,603,275
Accumulated Amortization Balance as of December 31, 2011	$	261,362	$	58,655	$	320,017
Currency effects		264		373		637
Accumulated Amortization Balance as of March 31, 2012	$	261,626	$	59,028	$	320,654
Net Balance as of December 31, 2011	$	1,748,879	$	505,389	$	2,254,268
Net Balance as of March 31, 2012	$	1,758,722	$	523,899	$	2,282,621
Accumulated Goodwill Impairment Balance as of December 31, 2011	$	85,909	$	46,500	$	132,409
Accumulated Goodwill Impairment Balance as of March 31, 2012	$	85,909	$	46,500	$	132,409

        The components of our amortizable intangible assets as of March 31, 2012 are as follows:

	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Customer Relationships and Acquisition Costs	$	612,560	$	(196,242	)	$	416,318
Core Technology(1)		3,760		(2,583	)		1,177
Trademarks and Non-Compete Agreements(1)		3,075		(2,562	)		513
Deferred Financing Costs		55,008		(20,573	)		34,435
Total	$	674,403	$	(221,960	)	$	452,443

(1)

Included in other assets, net in the accompanying consolidated balance sheet.

        Amortization expense associated with amortizable intangible assets (including deferred financing costs) was $8,251 and $9,601 for the three months ended March 31, 2011 and 2012, respectively.

• e.    Stock-Based Compensation

        We record stock-based compensation expense, utilizing the straight-line method, for the cost of stock options, restricted stock, restricted stock units, performance units and shares of stock issued under the employee stock purchase plan (together, "Employee Stock-Based Awards").

        Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying consolidated statements of operations for the three months ended March 31, 2011 and 2012 was $5,033, including $594 in discontinued operations, ($3,164 after tax or $0.02 per basic and diluted share) and $9,800 ($6,847 after tax or $0.04 per basic and diluted share), respectively.

        Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying consolidated statements of operations related to continuing operations is as follows:

	Three Months Ended March 31,
	2011		2012
Cost of sales (excluding depreciation and amortization)	$	275	$	215
Selling, general and administrative expenses		4,164		9,585
Total stock-based compensation	$	4,439	$	9,800

        The benefits associated with the tax deductions in excess of recognized compensation cost are required to be reported as a financing cash flow. This requirement reduces reported operating cash flows and increases reported financing cash flows. As a result, net financing cash flows from continuing operations included $1,017 and $190 for the three months ended March 31, 2011 and 2012, respectively, from the benefits of tax deductions in excess of recognized compensation cost. The tax benefit of any resulting excess tax deduction increases the Additional Paid-in Capital ("APIC") pool. Any resulting tax deficiency is deducted from the APIC pool.

Stock Options

        Under our various stock option plans, options were granted with exercise prices equal to the market price of the stock on the date of grant. The majority of our options become exercisable ratably over a period of five years and generally have a contractual life of ten years, unless the holder's employment is sooner terminated. Certain of the options we issue become exercisable ratably over a period of ten years and have a contractual life of 12 years, unless the holder's employment is sooner terminated. As of March 31, 2012, ten-year vesting options represent 7.5% of total outstanding options. Beginning in 2011, certain of the options we issue become exercisable ratably over a period of three years and have a contractual life of ten years, unless the holder's employment is sooner terminated. As of March 31, 2012, three-year vesting options represented 11.3% of total outstanding options. Our non-employee directors are considered employees for purposes of our stock option plans and stock option reporting. Options granted to our non-employee directors generally become exercisable after one year.

        The weighted average fair value of options granted for the three months ended March 31, 2011 and 2012 was $7.34 and $7.00 per share, respectively. These values were estimated on the date of grant using the Black-Scholes option pricing model. The following table summarizes the weighted average assumptions used for grants in the respective period:

	Three Months Ended March 31,
Weighted Average Assumptions	2011			2012
Expected volatility		33.4	%		33.8	%
Risk-free interest rate		2.51	%		1.23	%
Expected dividend yield		3	%		3	%
Expected life		6.3 years			6.3 years

        Expected volatility is calculated utilizing daily historical volatility over a period that equates to the expected life of the option. The risk-free interest rate was based on the U.S. Treasury interest rates whose term is consistent with the expected life of the stock options. Expected dividend yield is considered in the option pricing model and represents our current expected per share dividends over the current trade price of our common stock. The expected life (estimated period of time outstanding) of the stock options granted is estimated using the historical exercise behavior of employees.

        A summary of option activity for the three months ended March 31, 2012 is as follows:

	Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic value
Outstanding at December 31, 2011		7,118,458		$	25.73
Granted		21,472			28.86
Exercised		(103,868	)		20.47
Forfeited		(90,076	)		25.92
Expired		(9,510	)		30.33
Outstanding at March 31, 2012		6,936,476		$	25.81		6.47	$	23,729
Options exercisable at March 31, 2012		4,082,790		$	25.48		5.57	$	15,598
Options expected to vest		2,643,329		$	26.31		7.75	$	7,504

        The following table provides the aggregate intrinsic value of stock options exercised for the three months ended March 31, 2011 and 2012:

	Three Months Ended March 31,
	2011		2012
Aggregate intrinsic value of stock options exercised	$	6,047	$	1,064

Restricted Stock and Restricted Stock Units

        Under our various stock option plans, we may also issue grants of restricted stock or restricted stock units ("RSUs"). Our restricted stock and RSUs generally have a three to five year vesting period. The fair value of restricted stock and RSUs is the excess of the market price of our common stock at the date of grant over the purchase price (which is typically zero).

        A summary of restricted stock and RSUs activity for the three months ended March 31, 2012 is as follows:

	Restricted Stock and RSUs			Weighted- Average Grant-Date Fair Value
Non-vested at December 31, 2011		610,951		$	28.85
Granted		655,809			28.86
Vested		(139,477	)		28.36
Forfeited		(11,550	)		28.75
Non-vested at March 31, 2012		1,115,733		$	28.92

        No restricted stock vested during the three months ended March 31, 2011 and 2012, respectively. No RSUs vested during the three months ended March 31, 2011 and $3,979 vested during the three months ended March 31, 2012.

Performance Units

        Under our various stock option plans, we may also issue grants of performance units ("PUs"). The number of PUs earned is determined based on our performance against predefined targets, which for 2011 and 2012 were calendar year revenue growth and return on invested capital ("ROIC"). The range of payout is zero to 150% of the number of granted PUs. The number of PUs earned is determined based on actual performance at the end of the one-year performance period, and the award will be settled in shares of our common stock, subject to cliff vesting, three years from the date of the original PU grant. Additionally, employees who are employed through the one-year anniversary of the date of grant and who reach both 55 years of age and 10 years of qualifying service (the "retirement criteria") shall immediately and completely vest in any PUs earned based on the actual achievement against the predefined targets as discussed above. As a result, PUs will be expensed over the shorter of (1) the vesting period, (2) achievement of the retirement criteria, which such achievement may occur as early as one year after the date of grant, or (3) a maximum of three years.

        During 2012, we issued 221,781 PUs. During the one-year performance period, we will forecast the likelihood of achieving the predefined annual revenue growth and ROIC targets in order to calculate the expected PUs to be earned. We will record a compensation charge based on either the forecasted PUs to be earned (during the one-year performance period) or the actual PUs earned (at the one-year anniversary date) over the vesting period for each individual grant as described above. The PU liability is remeasured at each fiscal quarter-end during the vesting period using the estimated percentage of units earned multiplied by the closing market price of our common stock on the current period-end date and is pro-rated based on the amount of time passed in the vesting period. The total fair value of earned PUs that vested during the first quarter of 2012 was $2,825. As of March 31, 2012, we expected 100% achievement of the predefined revenue and ROIC targets associated with the grants made in 2012, and the closing market price of our common stock was $28.80.

        A summary of PU activity for the three months ended March 31, 2012 is as follows:

	PUs Original Awards			PUs Adjustment(1)			Total PUs Awards			Weighted- Average Grant-Date Fair Value
Non-vested at December 31, 2011		112,749			—			112,749		$	29.06
Granted		221,781			12,012			233,793			28.87
Vested		(96,120	)		(1,938	)		(98,058	)		28.46
Forfeited		(291	)		—			(291	)		28.11
Non-vested at March 31, 2012		238,119			10,074			248,193		$	29.11

(1)

Represents the additional number of PUs based on either (a) the final performance criteria achievement at the end of the one-year performance period or (b) a change in estimated awards based on the forecasted performance against the predefined targets.

Employee Stock Purchase Plan

        We offer an employee stock purchase plan (the "ESPP") in which participation is available to substantially all U.S. and Canadian employees who meet certain service eligibility requirements. The ESPP provides a way for our eligible employees to become stockholders on favorable terms. The ESPP provides for the purchase of our common stock by eligible employees through successive offering periods. We generally have two six-month offering periods per year, the first of which begins June 1 and ends November 30 and the second of which begins December 1 and ends May 31. During each offering period, participating employees accumulate after-tax payroll contributions, up to a maximum of 15% of their compensation, to pay the exercise price of their options. Participating employees may withdraw from an offering period before the purchase date and obtain a refund of the amounts withheld as payroll deductions. At the end of the offering period, outstanding options are exercised, and each employee's accumulated contributions are used to purchase our common stock. The price for shares purchased under the ESPP is 95% of the fair market price at the end of the offering period, without a look-back feature. As a result, we do not recognize compensation cost for the ESPP shares purchased. In the three months ended March 31, 2011 and 2012, there were no offering periods which ended under the ESPP and no shares were issued.

        The number of shares available for purchase under the ESPP at March 31, 2012 was 399,761.

        As of March 31, 2012, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards was $55,291 and is expected to be recognized over a weighted-average period of 2.8 years.

        We generally issue shares for the exercises of stock options, restricted stock, RSUs, PUs and shares under our ESPP from unissued reserved shares.

• f.

  Income (Loss) Per Share—Basic and Diluted

        Basic income (loss) per common share is calculated by dividing income (loss) by the weighted average number of common shares outstanding. The calculation of diluted income (loss) per share is consistent with that of basic income (loss) per share but gives effect to all potential common shares (that is, securities such as options, warrants or convertible securities) that were outstanding during the period, unless the effect is antidilutive.

        The following table presents the calculation of basic and diluted income (loss) per share:

	Three Months Ended March 31,
	2011			2012
Income (Loss) from continuing operations	$	81,176		$	61,073
Total income (loss) from discontinued operations (see Note 10)	$	(6,557	)	$	(5,093	)
Net income (loss) attributable to Iron Mountain Incorporated	$	73,460		$	55,350
Weighted-average shares—basic		200,228,000			171,320,000
Effect of dilutive potential stock options		995,149			720,788
Effect of dilutive potential restricted stock, RSUs and PUs		27,659			181,867
Weighted-average shares—diluted		201,250,808			172,222,655
Earnings (Losses) per share—basic:
Income (Loss) from continuing operations	$	0.41		$	0.36
Total income (loss) from discontinued operations (see Note 10)	$	(0.03	)	$	(0.03	)
Net income (loss) attributable to Iron Mountain Incorporated—basic	$	0.37		$	0.32
Earnings (Losses) per share—diluted:
Income (Loss) from continuing operations	$	0.40		$	0.35
Total income (loss) from discontinued operations (see Note 10)	$	(0.03	)	$	(0.03	)
Net income (loss) attributable to Iron Mountain Incorporated—diluted	$	0.37		$	0.32
Antidilutive stock options, RSUs and PUs, excluded from the calculation		8,701,049			2,045,616

• g.

  Revenues

        Our revenues consist of storage revenues as well as service revenues and are reflected net of sales and value added taxes. Storage revenues, which are considered a key performance indicator for the information management services industry, consist primarily of recurring periodic charges related to the storage of materials or data (generally on a per unit basis). Service revenues are comprised of charges for related core service activities and a wide array of complementary products and services. Included in core service revenues are: (1) the handling of records, including the addition of new records, temporary removal of records from storage, refiling of removed records and the destruction of records; (2) courier operations, consisting primarily of the pickup and delivery of records upon customer request; (3) secure shredding of sensitive documents; and (4) other recurring services, including hybrid services, which relate to physical and digital records, and recurring project revenues. Our complementary services revenues include special project work, customer termination and permanent withdrawal fees, data restoration projects, fulfillment services, consulting services, technology services and product sales (including specially designed storage containers and related supplies). Our secure shredding revenues include the sale of recycled paper (included in complementary services revenues), the price of which can fluctuate from period to period, adding to the volatility and reducing the predictability of that revenue stream.

        We recognize revenue when the following criteria are met: persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable and collectability of the resulting receivable is reasonably assured. Storage and service revenues are recognized in the month the respective storage or service is provided, and customers are generally billed on a monthly basis on contractually agreed-upon terms. Amounts related to future storage or prepaid service contracts for customers where storage fees or services are billed in advance are accounted for as deferred revenue and recognized ratably over the applicable storage or service period or when the service is performed. Revenue from the sales of products, which is included as a component of service revenues, is recognized when products are shipped to the customer and title has passed to the customer. Revenues from the sales of products have historically not been significant.

• h.

  Allowance for Doubtful Accounts and Credit Memo Reserves

        We maintain an allowance for doubtful accounts and credit memos for estimated losses resulting from the potential inability of our customers to make required payments and potential disputes regarding billing and service issues. When calculating the allowance, we consider our past loss experience, current and prior trends in our aged receivables and credit memo activity, current economic conditions and specific circumstances of individual receivable balances. If the financial condition of our customers were to significantly change, resulting in a significant improvement or impairment of their ability to make payments, an adjustment of the allowance may be required. We consider accounts receivable to be delinquent after such time as reasonable means of collection have been exhausted. We charge-off uncollectible balances as circumstances warrant, generally, no later than one year past due.

• i.

  Income Taxes

        Our effective tax rates for the three months ended March 31, 2011 and 2012 were 17.1% and 29.3%, respectively. The primary reconciling items between the federal statutory rate of 35% and our overall effective tax rate are state income taxes (net of federal benefit) and differences in the rates of tax at which our foreign earnings are subject, including foreign exchange gains and losses in different jurisdictions with different tax rates. During the three months ended March 31, 2011, foreign currency losses were recorded in higher tax jurisdictions associated with our marking-to-market of debt and derivative instruments while foreign currency gains were recorded in lower tax jurisdictions associated with our marking-to-market of intercompany loan positions, which reduced our 2011 effective tax rate by 12.6%. In addition, the recognition of certain previously unrecognized tax benefits due to settlements with tax authorities in various jurisdictions reduced the 2011 tax rate by 2.0%. During the three months ended March 31, 2012, foreign currency losses were recorded in higher tax jurisdictions associated with our marking-to-market of debt and derivative instruments while foreign currency gains were recorded in lower tax jurisdictions associated with our marking-to-market of intercompany loan positions, which reduced our 2012 effective tax rate by 8.9%.

        We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Discrete items and changes in our estimate of the annual effective tax rate are recorded in the period they occur. Our effective tax rate is subject to variability in the future due to, among other items: (1) changes in the mix of income from foreign jurisdictions; (2) tax law changes; (3) volatility in foreign exchange gains (losses); (4) the timing of the establishment and reversal of tax reserves; and (5) our ability to utilize foreign tax credits that we generate. We are subject to income taxes in the U.S. and numerous foreign jurisdictions. We are subject to examination by various tax authorities in jurisdictions in which we have significant business operations. We regularly assess the likelihood of additional assessments by tax authorities and provide for these matters as appropriate. Although we believe our tax estimates are appropriate, the final determination of tax audits and any related litigation could result in changes in our estimates.

        Accounting for income taxes requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the tax and financial reporting basis of assets and liabilities and for loss and credit carryforwards. Valuation allowances are provided when recovery of deferred tax assets is not considered more likely than not.

        We have elected to recognize interest and penalties associated with uncertain tax positions as a component of the provision (benefit) for income taxes in the accompanying consolidated statements of operations. We recorded a reduction of $609 and $249 for gross interest and penalties for the three months ended March 31, 2011 and 2012, respectively. We had $2,819 and $2,570 accrued for the payment of interest and penalties as of December 31, 2011 and March 31, 2012, respectively.

        We have not recorded deferred taxes on book over tax outside basis differences related to certain foreign subsidiaries because such basis differences are not expected to reverse in the foreseeable future and we intend to reinvest indefinitely outside the U.S. These basis differences arose primarily through the undistributed book earnings of our foreign subsidiaries. The basis differences could be reversed through a sale of the subsidiaries, each of which would result in an increase in our provision for income taxes. As of March 31, 2012, we had approximately $75,000 of undistributed earnings within our foreign subsidiaries. It is not practicable to calculate the amount of unrecognized deferred tax liability on the amount of undistributed earnings.

• j.

  Concentrations of Credit Risk

        Financial instruments that potentially subject us to market risk consist principally of cash and cash equivalents (including money market funds and time deposits), restricted cash (primarily U.S. Treasuries) and accounts receivable. The only significant concentrations of liquid investments as of both December 31, 2011 and March 31, 2012 relate to cash and cash equivalents and restricted cash held on deposit with five global banks and one "Triple A" rated money market fund, which we consider to be large, highly-rated investment-grade institutions. As per our risk management investment policy, we limit exposure to concentration of credit risk by limiting the amount invested in any one mutual fund or financial institution to a maximum of $50,000. As of December 31, 2011 and March 31, 2012, our cash and cash equivalents and restricted cash balance was $214,955 and $213,405, respectively, including a money market fund and time deposits amounting to $181,823 and $166,343, respectively. A substantial portion of the money market fund is invested in U.S. Treasuries.

• k.

  Fair Value Measurements

        Entities are permitted under GAAP to elect to measure many financial instruments and certain other items at either fair value or cost. We did not elect the fair value measurement option for any of our financial assets or liabilities.

        Our financial assets or liabilities are measured using inputs from the three levels of the fair value hierarchy. A financial asset or liability's classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement.

        The three levels of the fair value hierarchy are as follows:

•         Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date.

          Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).

          Level 3—Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability.

        The following tables provide the assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2011 and March 31, 2012, respectively:

			Fair Value Measurements at December 31, 2011 Using
Description	Total Carrying Value at December 31, 2011		Quoted prices in active markets (Level 1)			Significant other observable inputs (Level 2)			Significant unobservable inputs (Level 3)
Money Market Funds(1)	$	35,110	$	—		$	35,110		$	—
Time Deposits(1)		146,713		—			146,713			—
Trading Securities		9,124		8,497	(2)		627	(1)		—
Derivative Assets(3)		2,803		—			2,803			—
Derivative Liabilities(3)		435		—			435			—

			Fair Value Measurements at March 31, 2012 Using
Description	Total Carrying Value at March 31, 2012		Quoted prices in active markets (Level 1)			Significant other observable inputs (Level 2)			Significant unobservable inputs (Level 3)
Money Market Funds(1)	$	35,112	$	—		$	35,112		$	—
Time Deposits(1)		131,231		—			131,231			—
Trading Securities		9,763		9,143	(2)		620	(1)		—
Derivative Assets(3)		72		—			72			—
Derivative Liabilities(3)		4,172		—			4,172			—

(1)

Money market funds and time deposits (including certain trading securities) are measured based on quoted prices for similar assets and/or subsequent transactions.

(2)

Securities are measured at fair value using quoted market prices.

(3)

Our derivative assets and liabilities primarily relate to short-term (six months or less) foreign currency contracts that we have entered into to hedge our intercompany exposures denominated in British pounds sterling and Australian dollars. We calculate the fair value of such forward contracts by adjusting the spot rate utilized at the balance sheet date for translation purposes by an estimate of the forward points observed in active markets.

        Disclosures are required in the financial statements for items measured at fair value on a non-recurring basis. We did not have any material items that are measured at fair value on a non-recurring basis for the three months ended March 31, 2012.

• l.

  New Accounting Pronouncements

        In September 2011, the Financial Accounting Standards Board issued Accounting Standards Update ("ASU") No. 2011-08, Intangibles—Goodwill and Other (Topic 350): Testing Goodwill for Impairment. ASU 2011-08 allows, but does not require, entities to first assess qualitatively whether it is necessary to perform the two-step goodwill impairment test. If an entity believes, as a result of its qualitative assessment, that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the quantitative two-step impairment test is required; otherwise, no further testing is required. We adopted ASU 2011-08 as of January 1, 2012. The adoption of ASU 2011-08 did not have an impact on our consolidated financial position, results of operations or cash flows.

• m.

  Use of Estimates

        The preparation of financial statements in conformity with GAAP requires us to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities at the date of the financial statements and for the period then ended. On an on-going basis, we evaluate the estimates used. We base our estimates on historical experience, actuarial estimates, current conditions and various other assumptions that we believe to be reasonable under the circumstances. These estimates form the basis for making judgments about the carrying values of assets and liabilities and are not readily apparent from other sources. Actual results may differ from these estimates.

• n.

  Accumulated Other Comprehensive Items, Net

        Accumulated other comprehensive items, net consists of foreign currency translation adjustments as of December, 31, 2011 and March 31, 2012, respectively.

• o.

  Other Expense (Income), Net

        Other expense (income), net consists of the following:

	Three Months Ended March 31,
	2011			2012
Foreign currency transaction (gains) losses, net	$	(3,096	)	$	(2,575	)
Debt extinguishment (income) expense, net		(850	)		—
Other, net		(5,012	)		(729	)
	$	(8,958	)	$	(3,304	)

• p.

  Property, Plant and Equipment

        We develop various software applications for internal use. Computer software costs associated with internal use software are expensed as incurred until certain capitalization criteria are met. Payroll and related costs for employees who are directly associated with, and who devote time to, the development of internal use computer software projects (to the extent time is spent directly on the project) are capitalized and depreciated over the estimated useful life of the software. Capitalization begins when the design stage of the application has been completed and it is probable that the application will be completed and used to perform the function intended. Depreciation begins when the software is placed in service. Computer software costs that are capitalized are periodically evaluated for impairment.

        Consolidated loss on disposal/write-down of property, plant and equipment, net of $719 for the three months ended March 31, 2012 consisted primarily of write-offs associated with our European and Latin American operations. Consolidated gain on disposal/write-down of property, plant and equipment, net of $464 for the three months ended March 31, 2011 consisted primarily of gains related to vehicle dispositions in North America.

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General

3 Months Ended

Mar. 31, 2012

General

General

(1) General

        The interim consolidated financial statements are presented herein and, in the opinion of management, reflect all adjustments of a normal recurring nature necessary for a fair presentation. Interim results are not necessarily indicative of results for a full year. Iron Mountain Incorporated ("IMI") is a global, full-service provider of information management and related services for all media in various locations throughout North America, Europe, Latin America and Asia Pacific. We have a diversified customer base comprised of commercial, legal, banking, health care, accounting, insurance, entertainment and government organizations.

        The unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") have been omitted pursuant to those rules and regulations, but we believe that the disclosures included herein are adequate to make the information presented not misleading. The consolidated financial statements and notes included herein should be read in conjunction with the annual consolidated financial statements and notes for the year ended December 31, 2011 included in our Annual Report on Form 10-K filed on February 28, 2012.

        On June 2, 2011, we completed the sale (the "Digital Sale") of our online backup and recovery, digital archiving and eDiscovery solutions businesses of our digital business (the "Digital Business") to Autonomy Corporation plc, a corporation formed under the laws of England and Wales ("Autonomy"), pursuant to a purchase and sale agreement dated as of May 15, 2011 among IMI, certain subsidiaries of IMI and Autonomy (the "Digital Sale Agreement"). Additionally, on October 3, 2011, we sold our records management business in New Zealand (the "New Zealand Business"), and in December 2011, we committed to a plan to sell our records management business in Italy (the "Italian Business"), which we sold on April 27, 2012. The financial position, operating results and cash flows of the Digital Business, New Zealand Business and the Italian Business, including the gain on the sale of the Digital Business and New Zealand Business, for all periods presented, have been reported as discontinued operations for financial reporting purposes. See Note 10 for a further discussion of these events.

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Summary of Significant Accounting Policies (Tables)

3 Months Ended

Mar. 31, 2012

Summary of Significant Accounting Policies

Changes in the carrying value of goodwill attributable to each reportable operating segment

	North American Business		International Business		Total Consolidated
Gross Balance as of December 31, 2011	$	2,010,241	$	564,044	$	2,574,285
Deductible goodwill acquired during the year		4,818		—		4,818
Currency effects		5,289		18,883		24,172
Gross Balance as of March 31, 2012	$	2,020,348	$	582,927	$	2,603,275
Accumulated Amortization Balance as of December 31, 2011	$	261,362	$	58,655	$	320,017
Currency effects		264		373		637
Accumulated Amortization Balance as of March 31, 2012	$	261,626	$	59,028	$	320,654
Net Balance as of December 31, 2011	$	1,748,879	$	505,389	$	2,254,268
Net Balance as of March 31, 2012	$	1,758,722	$	523,899	$	2,282,621
Accumulated Goodwill Impairment Balance as of December 31, 2011	$	85,909	$	46,500	$	132,409
Accumulated Goodwill Impairment Balance as of March 31, 2012	$	85,909	$	46,500	$	132,409

Components of amortizable intangible assets

The components of our amortizable intangible assets as of March 31, 2012 are as follows:

	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Customer Relationships and Acquisition Costs	$	612,560	$	(196,242	)	$	416,318
Core Technology(1)		3,760		(2,583	)		1,177
Trademarks and Non-Compete Agreements(1)		3,075		(2,562	)		513
Deferred Financing Costs		55,008		(20,573	)		34,435
Total	$	674,403	$	(221,960	)	$	452,443

(1)

Included in other assets, net in the accompanying consolidated balance sheet.

Stock-based compensation expense related to continuing operations

	Three Months Ended March 31,
	2011		2012
Cost of sales (excluding depreciation and amortization)	$	275	$	215
Selling, general and administrative expenses		4,164		9,585
Total stock-based compensation	$	4,439	$	9,800

Summary of the weighted average assumptions used for stock option grants

	Three Months Ended March 31,
Weighted Average Assumptions	2011			2012
Expected volatility		33.4	%		33.8	%
Risk-free interest rate		2.51	%		1.23	%
Expected dividend yield		3	%		3	%
Expected life		6.3 years			6.3 years

Summary of stock option activity

	Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic value
Outstanding at December 31, 2011		7,118,458		$	25.73
Granted		21,472			28.86
Exercised		(103,868	)		20.47
Forfeited		(90,076	)		25.92
Expired		(9,510	)		30.33
Outstanding at March 31, 2012		6,936,476		$	25.81		6.47	$	23,729
Options exercisable at March 31, 2012		4,082,790		$	25.48		5.57	$	15,598
Options expected to vest		2,643,329		$	26.31		7.75	$	7,504

Aggregate intrinsic value of stock options exercised

	Three Months Ended March 31,
	2011		2012
Aggregate intrinsic value of stock options exercised	$	6,047	$	1,064

Summary of restricted stock and RSUs activity

	Restricted Stock and RSUs			Weighted- Average Grant-Date Fair Value
Non-vested at December 31, 2011		610,951		$	28.85
Granted		655,809			28.86
Vested		(139,477	)		28.36
Forfeited		(11,550	)		28.75
Non-vested at March 31, 2012		1,115,733		$	28.92

Summary of Performance Unit (PU) activity

	PUs Original Awards			PUs Adjustment(1)			Total PUs Awards			Weighted- Average Grant-Date Fair Value
Non-vested at December 31, 2011		112,749			—			112,749		$	29.06
Granted		221,781			12,012			233,793			28.87
Vested		(96,120	)		(1,938	)		(98,058	)		28.46
Forfeited		(291	)		—			(291	)		28.11
Non-vested at March 31, 2012		238,119			10,074			248,193		$	29.11

(1)

Represents the additional number of PUs based on either (a) the final performance criteria achievement at the end of the one-year performance period or (b) a change in estimated awards based on the forecasted performance against the predefined targets.

Calculation of basic and diluted net income (loss) per share attributable to the entity

	Three Months Ended March 31,
	2011			2012
Income (Loss) from continuing operations	$	81,176		$	61,073
Total income (loss) from discontinued operations (see Note 10)	$	(6,557	)	$	(5,093	)
Net income (loss) attributable to Iron Mountain Incorporated	$	73,460		$	55,350
Weighted-average shares—basic		200,228,000			171,320,000
Effect of dilutive potential stock options		995,149			720,788
Effect of dilutive potential restricted stock, RSUs and PUs		27,659			181,867
Weighted-average shares—diluted		201,250,808			172,222,655
Earnings (Losses) per share—basic:
Income (Loss) from continuing operations	$	0.41		$	0.36
Total income (loss) from discontinued operations (see Note 10)	$	(0.03	)	$	(0.03	)
Net income (loss) attributable to Iron Mountain Incorporated—basic	$	0.37		$	0.32
Earnings (Losses) per share—diluted:
Income (Loss) from continuing operations	$	0.40		$	0.35
Total income (loss) from discontinued operations (see Note 10)	$	(0.03	)	$	(0.03	)
Net income (loss) attributable to Iron Mountain Incorporated—diluted	$	0.37		$	0.32
Antidilutive stock options, RSUs and PUs, excluded from the calculation		8,701,049			2,045,616

Assets and liabilities carried at fair value measured on a recurring basis

			Fair Value Measurements at December 31, 2011 Using
Description	Total Carrying Value at December 31, 2011		Quoted prices in active markets (Level 1)			Significant other observable inputs (Level 2)			Significant unobservable inputs (Level 3)
Money Market Funds(1)	$	35,110	$	—		$	35,110		$	—
Time Deposits(1)		146,713		—			146,713			—
Trading Securities		9,124		8,497	(2)		627	(1)		—
Derivative Assets(3)		2,803		—			2,803			—
Derivative Liabilities(3)		435		—			435			—

			Fair Value Measurements at March 31, 2012 Using
Description	Total Carrying Value at March 31, 2012		Quoted prices in active markets (Level 1)			Significant other observable inputs (Level 2)			Significant unobservable inputs (Level 3)
Money Market Funds(1)	$	35,112	$	—		$	35,112		$	—
Time Deposits(1)		131,231		—			131,231			—
Trading Securities		9,763		9,143	(2)		620	(1)		—
Derivative Assets(3)		72		—			72			—
Derivative Liabilities(3)		4,172		—			4,172			—

(1)

Money market funds and time deposits (including certain trading securities) are measured based on quoted prices for similar assets and/or subsequent transactions.

(2)

Securities are measured at fair value using quoted market prices.

(3)

Our derivative assets and liabilities primarily relate to short-term (six months or less) foreign currency contracts that we have entered into to hedge our intercompany exposures denominated in British pounds sterling and Australian dollars. We calculate the fair value of such forward contracts by adjusting the spot rate utilized at the balance sheet date for translation purposes by an estimate of the forward points observed in active markets.

Other expense (income), net

	Three Months Ended March 31,
	2011			2012
Foreign currency transaction (gains) losses, net	$	(3,096	)	$	(2,575	)
Debt extinguishment (income) expense, net		(850	)		—
Other, net		(5,012	)		(729	)
	$	(8,958	)	$	(3,304	)

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Stockholders' Equity Matters

3 Months Ended

Mar. 31, 2012

Stockholders' Equity Matters

Stockholders' Equity Matters

(9) Stockholders' Equity Matters

        Our board of directors has authorized up to $1,200,000 in repurchases of our common stock. All repurchases are subject to stock price, market conditions, corporate and legal requirements and other factors. As of March 31, 2012, we had a remaining amount available for repurchase under our share repurchase program of $66,035, which represents approximately 1% in the aggregate of our outstanding common stock based on the closing stock price on such date.

        In February 2010, our board of directors adopted a dividend policy under which we intend to pay quarterly cash dividends on our common stock. Declaration and payment of future quarterly dividends is at the discretion of our board of directors. In fiscal year 2011 and in the first quarter of 2012, our board of directors declared the following dividends:

Declaration Date	Dividend Per Share		Record Date	Total Amount		Payment Date
March 11, 2011	$	0.1875	March 25, 2011	$	37,601	April 15, 2011
June 10, 2011		0.2500	June 24, 2011		50,694	July 15, 2011
September 8, 2011		0.2500	September 23, 2011		46,877	October 14, 2011
December 1, 2011		0.2500	December 23, 2011		43,180	January 13, 2012
March 8, 2012		0.2500	March 23, 2012		42,791	April 13, 2012

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Debt

3 Months Ended

Mar. 31, 2012

Debt

Debt

(5) Debt

        Long-term debt consists of the following:

	December 31, 2011					March 31, 2012
	Carrying Amount			Fair Value		Carrying Amount			Fair Value
Revolving Credit Facility(1)	$	96,000		$	96,000	$	190,000		$	190,000
Term Loan Facility(1)		487,500			487,500		481,250			481,250
71/4% GBP Senior Subordinated Notes due 2014 (the "71/4% Notes")(2)(3)		233,115			233,115		240,210			240,210
65/8% Senior Subordinated Notes due 2016 (the "65/8% Notes")(2)(3)		318,025			320,400		318,147			319,392
71/2% CAD Senior Subordinated Notes due 2017 (the "Subsidiary Notes")(2)(4)		171,273			174,698		175,245			180,940
83/4% Senior Subordinated Notes due 2018 (the "83/4% Notes")(2)(3)		200,000			209,000		200,000			206,870
8% Senior Subordinated Notes due 2018 (the "8% Notes")(2)(3)		49,806			47,607		49,813			54,140
63/4% Euro Senior Subordinated Notes due 2018 (the "63/4% Notes")(2)(3)		328,750			312,352		338,508			343,623
73/4% Senior Subordinated Notes due 2019 (the "73/4% Notes due 2019")(2)(3)		400,000			422,750		400,000			437,000
8% Senior Subordinated Notes due 2020 (the "8% Notes due 2020")(2)(3)		300,000			313,313		300,000			317,625
83/8% Senior Subordinated Notes due 2021 (the "83/8% Notes")(2)(3)		548,346			586,438		548,389			598,813
Real Estate Mortgages, Capital Leases and Other(5)		220,773			220,773		212,114			212,114
Total Long-term Debt		3,353,588					3,453,676
Less Current Portion		(73,320	)				(63,229	)
Long-term Debt, Net of Current Portion	$	3,280,268				$	3,390,447

(1)

The capital stock or other equity interests of most of our U.S. subsidiaries, and up to 66% of the capital stock or other equity interests of our first-tier foreign subsidiaries, are pledged to secure these debt instruments, together with all intercompany obligations of foreign subsidiaries owed to us or to one of our U.S. subsidiary guarantors. The fair value of this long-term debt approximates the carrying value (as borrowings under these debt instruments are based on current variable market interest rates as of December 31, 2011 and March 31, 2012, respectively).

(2)

The fair values of these debt instruments are based on quoted market prices for these notes on December 31, 2011 and March 31, 2012, respectively.

(3)

Collectively, the "Parent Notes". IMI is the direct obligor on the Parent Notes, which are fully and unconditionally guaranteed, on a senior subordinated basis, by substantially all of its direct and indirect wholly owned U.S. subsidiaries (the "Guarantors"). These guarantees are joint and several obligations of the Guarantors. Iron Mountain Canada Corporation ("Canada Company") and the remainder of our subsidiaries do not guarantee the Parent Notes.

(4)

Canada Company is the direct obligor on the Subsidiary Notes, which are fully and unconditionally guaranteed, on a senior subordinated basis, by IMI and the Guarantors. These guarantees are joint and several obligations of IMI and the Guarantors.

(5)

We believe the fair value of this debt approximates its carrying value.

        On June 27, 2011, we entered into a credit agreement that consists of (1) revolving credit facilities under which we can borrow, subject to certain limitations as defined in the credit agreement, up to an aggregate amount of $725,000 (including Canadian dollars, British pounds sterling and Euros, among other currencies) (the "Revolving Credit Facility") and (2) a $500,000 term loan facility (the "Term Loan Facility," and collectively with the Revolving Credit Facility, the "Credit Agreement"). We have the right to increase the aggregate amount available to be borrowed under the Credit Agreement up to a maximum of $1,800,000. The Revolving Credit Facility is supported by a group of 19 banks. IMI, Iron Mountain Information Management, Inc. ("IMIM"), Canada Company, IME, Iron Mountain Australia Pty Ltd., Iron Mountain Switzerland Gmbh and any other subsidiary of IMIM designated by IMIM (the "Other Subsidiaries") may, with the consent of the administrative agent, as defined in the Credit Agreement, borrow under certain of the following tranches of the Revolving Credit Facility: (1) tranche one in the amount of $400,000 is available to IMI and IMIM in U.S. dollars, British pounds sterling and Euros, (2) tranche two in the amount of $150,000 is available to IMI or IMIM in either U.S. dollars or Canadian dollars and available to Canada Company in Canadian dollars and (3) tranche three in the amount of $175,000 is available to IMI or IMIM and the Other Subsidiaries in U.S. dollars, Canadian dollars, British pounds sterling, Euros and Australian dollars, among others. The Revolving Credit Facility terminates on June 27, 2016, at which point all revolving credit loans under such facility become due. With respect to the Term Loan Facility, loan payments are required through maturity on June 27, 2016 in equal quarterly installments of the aggregate annual amounts based upon the following percentage of the original principal amount in the table below (except that each of the first three quarterly installments in the fifth year shall be 10% of the original principal amount and the final quarterly installment in the fifth year shall be 35% of the original principal):

Year Ending	Percentage
June 30, 2012		5	%
June 30, 2013		5	%
June 30, 2014		10	%
June 30, 2015		15	%
June 27, 2016		65	%

        The Term Loan Facility may be prepaid without penalty or premium, in whole or in part, at any time. IMI and IMIM guarantee the obligations of each of the subsidiary borrowers. The capital stock or other equity interests of most of the U.S. subsidiaries, and up to 66% of the capital stock or other equity interests of our first-tier foreign subsidiaries, are pledged to secure the Credit Agreement, together with all intercompany obligations of foreign subsidiaries owed to us or to one of our U.S. subsidiary guarantors. The interest rate on borrowings under the Credit Agreement varies depending on our choice of interest rate and currency options, plus an applicable margin, which varies based on certain financial ratios. Additionally, the Credit Agreement requires the payment of a commitment fee on the unused portion of the Revolving Credit Facility, which fee ranges from between 0.3% to 0.5% based on certain financial ratios. There are also fees associated with any outstanding letters of credit. As of March 31, 2012, we had $190,000 of outstanding borrowings under the Revolving Credit Facility, all of which was denominated in U.S. dollars; we also had various outstanding letters of credit totaling $6,217. The remaining availability on March 31, 2012, based on IMI's leverage ratio, which is calculated based on the last 12 months' earnings before interest, taxes, depreciation and amortization ("EBITDA"), and other adjustments as defined in the Credit Agreement and current external debt, under the Revolving Credit Facility was $528,783. The interest rate in effect under both the Revolving Credit Facility and Term Loan Facility was 2.3% as of March 31, 2012. For the three months ended March 31, 2011 and 2012, we recorded commitment fees and letters of credit fees of $489 and $600, respectively, based on the unused balances under our revolving credit facilities and outstanding letters of credit.

        The Credit Agreement, our indentures and other agreements governing our indebtedness contain certain restrictive financial and operating covenants, including covenants that restrict our ability to complete acquisitions, pay cash dividends, incur indebtedness, make investments, sell assets and take certain other corporate actions. The covenants do not contain a rating trigger. Therefore, a change in our debt rating would not trigger a default under the Credit Agreement, our indentures or other agreements governing our indebtedness. The Credit Agreement, as well as our indentures, use EBITDA-based calculations as primary measures of financial performance, including leverage and fixed charge coverage ratios. IMI's revolving credit and term leverage ratio was 3.4 and 3.5 as of December 31, 2011 and March 31, 2012, respectively, compared to a maximum allowable ratio of 5.5. Similarly, our bond leverage ratio, per the indentures, was 3.9 and 4.5 as of December 31, 2011 and March 31, 2012, respectively, compared to a maximum allowable ratio of 6.5. IMI's revolving credit and term loan fixed charge coverage ratio was 1.5 as of both December 31, 2011 and March 31, 2012 compared to a minimum allowable ratio of 1.2. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.

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Derivative Instruments and Hedging Activities

3 Months Ended

Mar. 31, 2012

Derivative Instruments and Hedging Activities

Derivative Instruments and Hedging Activities

(3) Derivative Instruments and Hedging Activities

        Every derivative instrument is required to be recorded in the balance sheet as either an asset or a liability measured at its fair value. Periodically, we acquire derivative instruments that are intended to hedge either cash flows or values that are subject to foreign exchange or other market price risk and not for trading purposes. We have formally documented our hedging relationships, including identification of the hedging instruments and the hedged items, as well as our risk management objectives and strategies for undertaking each hedge transaction. Given the recurring nature of our revenues and the long-term nature of our asset base, we have the ability and the preference to use long-term, fixed interest rate debt to finance our business, thereby preserving our long-term returns on invested capital. We target approximately 75% of our debt portfolio to be fixed with respect to interest rates. Occasionally, we may use interest rate swaps as a tool to maintain our targeted level of fixed rate debt. In addition, we may use borrowings in foreign currencies, either obtained in the U.S. or by our foreign subsidiaries, to hedge foreign currency risk associated with our international investments. Sometimes we enter into currency swaps to temporarily hedge an overseas investment, such as a major acquisition, while we arrange permanent financing or to hedge our exposure due to foreign currency exchange movements related to our intercompany accounts with and between our foreign subsidiaries. As of December 31, 2011 and March 31, 2012, none of our derivative instruments contained credit-risk related contingent features.

        We have entered into a number of separate forward contracts to hedge our exposures in British pounds sterling and Australian dollars. As of March 31, 2012, we had an outstanding forward contract to purchase $195,851 U.S. dollars and sell 125,000 British pounds sterling to hedge our intercompany exposures with our European operations. As of March 31, 2012, we had an outstanding forward contract to purchase $77,415 U.S. dollars and sell 75,000 Australian dollars to hedge our intercompany exposures with our Australian subsidiary. At the maturity of the forward contracts, we may enter into new forward contracts to hedge movements in the underlying currencies. At the time of settlement, we either pay or receive the net settlement amount from the forward contract and recognize this amount in other (income) expense, net in the accompanying statement of operations as a realized foreign exchange gain or loss. At the end of each month, we mark the outstanding forward contracts to market and record an unrealized foreign exchange gain or loss for the mark-to-market valuation. We have not designated these forward contracts as hedges. During the three months ended March 31, 2011 and 2012, there was $3,625 and $1,503 in net cash disbursements, respectively, included in cash from operating activities from continuing operations related to settlements associated with these foreign currency forward contracts. The following table provides the fair value of our derivative instruments as of December 31, 2011 and March 31, 2012 and their gains and losses for the three months ended March 31, 2011 and 2012:

	Asset Derivatives
	December 31, 2011			March 31, 2012
Derivatives Not Designated as Hedging Instruments	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Foreign exchange contracts	Current assets	$	2,803	Current assets	$	72
Total		$	2,803		$	72

	Liability Derivatives
	December 31, 2011			March 31, 2012
Derivatives Not Designated as Hedging Instruments	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Foreign exchange contracts	Current liabilities	$	435	Current liabilities	$	4,172
Total		$	435		$	4,172

		Amount of (Gain) Loss Recognized in Income on Derivatives
		Three Months Ended March 31,
	Location of (Gain) Loss Recognized in Income on Derivative
Derivatives Not Designated as Hedging Instruments		2011		2012
Foreign exchange contracts	Other expense (income), net	$	4,921	$	7,971
Total		$	4,921	$	7,971

        We have designated a portion of our 6³/4% Euro Senior Subordinated Notes due 2018 issued by IMI (the "6³/4% Notes") as a hedge of net investment of certain of our Euro denominated subsidiaries. For the three months ended March 31, 2011 and 2012, we designated on average 75,667 and 102,333 Euros, respectively, of the 6³/4% Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. As a result, we recorded foreign exchange losses of $6,300 ($3,938, net of tax) and $3,755 ($2,345, net of tax) for the three months ended March 31, 2011 and 2012, respectively, related to the change in fair value of such debt due to currency translation adjustments which is a component of accumulated other comprehensive items, net included in stockholders' equity. As of March 31, 2012, cumulative net gains of $11,045, net of tax are recorded in accumulated other comprehensive items, net associated with this net investment hedge.

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Acquisitions

3 Months Ended

Mar. 31, 2012

Acquisitions

Acquisitions

(4) Acquisitions

        We account for acquisitions using the acquisition method of accounting, and, accordingly, the results of operations for each acquisition have been included in our consolidated results from their respective acquisition dates. Cash consideration for our various acquisitions was primarily provided through borrowings under our credit facilities and cash equivalents on-hand. The unaudited pro forma results of operations for the period ended March 31, 2012 are not presented due to the insignificant impact of the 2012 acquisitions on our consolidated results of operations.

        A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for acquisitions in 2012 through March 31, 2012 is as follows:

Cash Paid (gross of cash acquired)	$	8,818
Total Consideration		8,818
Fair Value of Identifiable Assets Acquired:
Property, Plant and Equipment(1)		82
Customer Relationship Assets(2)		4,900
Liabilities Assumed(3)		(982	)
Total Fair Value of Identifiable Net Assets Acquired		4,000
Recorded Goodwill	$	4,818

(1)

Consists primarily of racking, leasehold improvements and computer hardware and software.

(2)

The weighted average life of customer relationship assets associated with acquisitions to date in 2012 was 18 years.

(3)

Consists primarily of accrued expenses and deferred revenue.

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Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors

3 Months Ended

Mar. 31, 2012

Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors

Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors

        The following data summarizes the consolidating results of IMI on the equity method of accounting as of December 31, 2011 and March 31, 2012 and for the three months ended March 31, 2011 and 2012.

        The Parent Notes and the Subsidiary Notes are guaranteed by the subsidiaries referred to below as the "Guarantors." These subsidiaries are wholly owned by the Parent. The guarantees are full and unconditional, as well as joint and several.

        Additionally, IMI guarantees the Subsidiary Notes, which were issued by Canada Company. Canada Company does not guarantee the Parent Notes. The other subsidiaries that do not guarantee the Parent Notes or the Subsidiary Notes are referred to below as the "Non-Guarantors."

	December 31, 2011
	Parent		Guarantors		Canada Company		Non- Guarantors		Eliminations			Consolidated
Assets
Current Assets:
Cash and Cash Equivalents	$	3,428	$	10,750	$	68,907	$	96,760	$	—		$	179,845
Restricted Cash		35,110		—		—		—		—			35,110
Accounts Receivable		—		334,658		40,115		168,694		—			543,467
Intercompany Receivable		905,451		—		4,639		—		(910,090	)		—
Assets of Discontinued Operations		—		—		—		7,256		—			7,256
Other Current Assets		2,016		103,899		3,323		40,538		(1,004	)		148,772
Total Current Assets		946,005		449,307		116,984		313,248		(911,094	)		914,450
Property, Plant and Equipment, Net		1,490		1,480,785		200,755		724,053		—			2,407,083
Other Assets, Net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		928,182		1,000		2,961		15,010		(947,153	)		—
Investment in Subsidiaries		1,828,712		1,563,690		—		—		(3,392,402	)		—
Goodwill		—		1,529,359		196,989		527,920		—			2,254,268
Other		27,226		240,557		9,804		187,870		—			465,457
Total Other Assets, Net		2,784,120		3,334,606		209,754		730,800		(4,339,555	)		2,719,725
Total Assets	$	3,731,615	$	5,264,698	$	527,493	$	1,768,101	$	(5,250,649	)	$	6,041,258
Liabilities and Equity
Intercompany Payable	$	—	$	856,808	$	—	$	53,282	$	(910,090	)	$	—
Current Portion of Long-term Debt		658		46,967		2,658		23,037		—			73,320
Liabilities of Discontinued Operations		—		—		—		3,317		—			3,317
Total Other Current Liabilities		100,921		453,648		31,407		187,421		(1,004	)		772,393
Long-term Debt, Net of Current Portion		2,378,040		630,118		185,953		86,157		—			3,280,268
Long-term Notes Payable to Affiliates and Intercompany Payable		1,000		946,153		—		—		(947,153	)		—
Other Long-term Liabilities		5,308		528,897		31,418		92,081					657,704
Commitments and Contingencies (See Note 8)
Total Iron Mountain Incorporated Stockholders' Equity		1,245,688		1,802,107		276,057		1,314,238		(3,392,402	)		1,245,688
Noncontrolling Interests		—		—		—		8,568		—			8,568
Total Equity		1,245,688		1,802,107		276,057		1,322,806		(3,392,402	)		1,254,256
Total Liabilities and Equity	$	3,731,615	$	5,264,698	$	527,493	$	1,768,101	$	(5,250,649	)	$	6,041,258

	March 31, 2012
	Parent		Guarantors		Canada Company		Non- Guarantors		Eliminations			Consolidated
Assets
Current Assets:
Cash and Cash Equivalents	$	71	$	8,052	$	68,178	$	101,992	$	—		$	178,293
Restricted Cash		35,112		—		—		—		—			35,112
Accounts Receivable		—		341,827		42,752		173,778		—			558,357
Intercompany Receivable		862,748		—		7,983		—		(870,731	)		—
Assets of Discontinued Operations		—		—		—		7,294		—			7,294
Other Current Assets		48		107,763		5,354		40,805		(1,027	)		152,943
Total Current Assets		897,979		457,642		124,267		323,869		(871,758	)		931,999
Property, Plant and Equipment, Net		1,450		1,458,216		205,166		737,826		—			2,402,658
Other Assets, Net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		982,167		1,000		5,494		—		(988,661	)		—
Investment in Subsidiaries		1,863,354		1,595,137		—		—		(3,458,491	)		—
Goodwill		—		1,534,176		201,558		546,887		—			2,282,621
Other		26,084		250,484		9,766		183,010		—			469,344
Total Other Assets, Net		2,871,605		3,380,797		216,818		729,897		(4,447,152	)		2,751,965
Total Assets	$	3,771,034	$	5,296,655	$	546,251	$	1,791,592	$	(5,318,910	)	$	6,086,622
Liabilities and Equity
Intercompany Payable	$	—	$	808,307	$	—	$	62,424	$	(870,731	)	$	—
Current Portion of Long-term Debt		670		43,408		2,747		16,404		—			63,229
Liabilities of Discontinued Operations		—		—		—		7,859		—			7,859
Total Other Current Liabilities		107,840		403,010		28,491		168,738		(1,027	)		707,052
Long-term Debt, Net of Current Portion		2,395,066		716,601		190,186		88,594		—			3,390,447
Long-term Notes Payable to Affiliates and Intercompany Payable		1,000		983,987		—		3,674		(988,661	)		—
Other Long-term Liabilities		6,842		507,788		34,474		100,128		—			649,232
Commitments and Contingencies (See Note 8)
Total Iron Mountain Incorporated Stockholders' Equity		1,259,616		1,833,554		290,353		1,334,584		(3,458,491	)		1,259,616
Noncontrolling Interests		—		—		—		9,187		—			9,187
Total Equity		1,259,616		1,833,554		290,353		1,343,771		(3,458,491	)		1,268,803
Total Liabilities and Equity	$	3,771,034	$	5,296,655	$	546,251	$	1,791,592	$	(5,318,910	)	$	6,086,622

	Three Months Ended March 31, 2011
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage	$	—		$	282,713		$	30,115		$	102,877		$	—		$	415,705
Service		—			208,912			28,934			92,458			—			330,304
Total Revenues		—			491,625			59,049			195,335			—			746,009
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			198,125			23,732			94,098			—			315,955
Selling, General and Administrative		134			142,556			10,161			59,904			—			212,755
Depreciation and Amortization		40			49,151			5,105			25,867			—			80,163
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		—			(461	)		(10	)		7			—			(464	)
Total Operating Expenses		174			389,371			38,988			179,876			—			608,409
Operating (Loss) Income		(174	)		102,254			20,061			15,459			—			137,600
Interest Expense (Income), Net		43,186			(20,095	)		10,167			15,360			—			48,618
Other Expense (Income), Net		30,828			(643	)		(47	)		(39,096	)		—			(8,958	)
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(74,188	)		122,992			9,941			39,195			—			97,940
Provision (Benefit) for Income Taxes		—			6,911			7,572			2,281			—			16,764
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(147,648	)		(32,684	)(1)		—			—			180,332	(1)		—
Income (Loss) from Continuing Operations		73,460			148,765	(1)		2,369			36,914			(180,332	)(1)		81,176
(Loss) Income from Discontinued Operations, Net of Tax		—			(2,470	)		—			(4,087	)		—			(6,557	)
Net Income (Loss)		73,460			146,295	(1)		2,369			32,827			(180,332	)(1)		74,619
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—			1,159			—			1,159
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	73,460		$	146,295		$	2,369		$	31,668		$	(180,332	)	$	73,460
Net Income (Loss)	$	73,460		$	146,295		$	2,369		$	32,827		$	(180,332	)	$	74,619
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		(3,938	)		(2,435	)		5,909			22,942			—			22,478
Total Other Comprehensive Income (Loss)		(3,938	)		(2,435	)		5,909			22,942			—			22,478
Comprehensive Income (Loss)		69,522			143,860			8,278			55,769			(180,332	)		97,097
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—			1,119			—			1,119
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	69,522		$	143,860		$	8,278		$	54,650		$	(180,332	)	$	95,978

(1)

In the preparation of our current filing, we identified and corrected an error in the previously reported amount of the Guarantors' equity in the (earnings) losses of subsidiaries, net of tax for the three months ended March 31, 2011. Previously reported Guarantors' equity in the (earnings) losses of subsidiaries, net of tax, Guarantors' income from continuing operations and Guarantors' net income were $17,231, $98,850 and $96,380, respectively, and the correction results in an increase in the equity in earnings, income from continuing operations and net income of the Guarantors of $49,915 with an offsetting increase for those line items in the eliminations column. Accordingly, there was no impact on the Parent, Canada Company, Non-Guarantors or consolidated results previously reported. Additionally, there was no change in the operating income or income from continuing operations before income taxes of the Guarantors. Our previously reported amount of the Guarantors' equity in the (earnings) losses of subsidiaries, net of tax for the six months ended June 30, 2011 was appropriately reported, however, the three months ended June 30, 2011 was impacted by the same amount but in the opposite direction. We will correct the three months ended June 30, 2011 figures in our 2012 second quarter filing which will result in a decrease in the equity in earnings, income from continuing operations and net income of the Guarantors' of $49,915. Our three months ended June 30, 2011 Guarantors' equity in the (earnings) losses of subsidiaries, net of tax, income from continuing operations and net income will be changed and disclosed in our second quarter 2012 filing to $(10,601), $114,285 and $297,236, respectively, with an offsetting decrease for those line items in the eliminations column.

	Three Months Ended March 31, 2012
	Parent			Guarantors			Canada Company		Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage	$	—		$	287,587		$	30,475	$	107,279		$	—		$	425,341
Service		—			200,361			29,401		91,395			—			321,157
Total Revenues		—			487,948			59,876		198,674			—			746,498
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			193,215			25,041		97,042			—			315,298
Selling, General and Administrative		18			147,862			9,185		53,595			—			210,660
Depreciation and Amortization		75			48,086			4,563		25,284			—			78,008
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		—			(155	)		42		832			—			719
Total Operating Expenses		93			389,008			38,831		176,753			—			604,685
Operating (Loss) Income		(93	)		98,940			21,045		21,921			—			141,813
Interest Expense (Income), Net		47,091			(4,234	)		11,466		4,461			—			58,784
Other Expense (Income), Net		19,585			(1,260	)		—		(21,629	)		—			(3,304	)
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(66,769	)		104,434			9,579		39,089			—			86,333
Provision (Benefit) for Income Taxes		—			17,084			4,523		3,653			—			25,260
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(122,119	)		(33,131	)		—		—			155,250			—
Income (Loss) from Continuing Operations		55,350			120,481			5,056		35,436			(155,250	)		61,073
Income (Loss) from Discontinued Operations, Net of Tax		—			464			—		(5,557	)		—			(5,093	)
Net Income (Loss)		55,350			120,945			5,056		29,879			(155,250	)		55,980
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—		630			—			630
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	55,350		$	120,945		$	5,056	$	29,249		$	(155,250	)	$	55,350
Net Income (Loss)	$	55,350		$	120,945		$	5,056	$	29,879		$	(155,250	)	$	55,980
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		(2,343	)		1,057			6,474		22,759			—			27,947
Total Other Comprehensive Income (Loss)		(2,343	)		1,057			6,474		22,759			—			27,947
Comprehensive Income (Loss)		53,007			122,002			11,530		52,638			(155,250	)		83,927
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—		1,088			—			1,088
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	53,007		$	122,002		$	11,530	$	51,550		$	(155,250	)	$	82,839

	Three Months Ended March 31, 2011
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Cash Flows from Operating Activities:
Cash Flows from Operating Activities-Continuing Operations	$	(53,891	)	$	142,876		$	5,183		$	16,250		$	—		$	110,418
Cash Flows from Operating Activities-Discontinued Operations		—			8,146			—			773			—			8,919
Cash Flows from Operating Activities		(53,891	)		151,022			5,183			17,023			—			119,337
Cash Flows from Investing Activities:
Capital expenditures		—			(32,028	)		(2,262	)		(17,918	)		—			(52,208	)
Cash paid for acquisitions, net of cash acquired		—			(4,971	)		(58	)		(29,676	)		—			(34,705	)
Intercompany loans to subsidiaries		132,655			(24,524	)		—			—			(108,131	)		—
Investment in subsidiaries		(1,000	)		(1,000	)		—			—			2,000			—
Investment in restricted cash		(2	)		—			—			—			—			(2	)
Additions to customer relationship and acquisition costs		—			(2,095	)		(121	)		(677	)		—			(2,893	)
Investment in joint ventures		—			—			—			(50	)		—			(50	)
Proceeds from sales of property and equipment and other, net		—			119			10			37			—			166
Cash Flows from Investing Activities-Continuing Operations		131,653			(64,499	)		(2,431	)		(48,284	)		(106,131	)		(89,692	)
Cash Flows from Investing Activities-Discontinued Operations		—			(9,115	)		—			(184	)		—			(9,299	)
Cash Flows from Investing Activities		131,653			(73,614	)		(2,431	)		(48,468	)		(106,131	)		(98,991	)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt		(361,015	)		(10,435	)		(735	)		(56,363	)		—			(428,548	)
Proceeds from revolving credit and term loan facilities and other debt		540,000			—			—			67,418			—			607,418
Early retirement of senior subordinated notes		(231,255	)		—			—			—			—			(231,255	)
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net		—			—			—			131			—			131
Intercompany loans from parent		—			(135,177	)		(2,067	)		29,113			108,131			—
Equity contribution from parent		—			1,000			—			1,000			(2,000	)		—
Stock repurchases		(10,970	)		—			—			—			—			(10,970	)
Parent cash dividends		(37,514	)		—			—			—			—			(37,514	)
Proceeds from exercise of stock options and employee stock purchase plan		9,164			—			—			—			—			9,164
Excess tax benefits from stock-based compensation		1,017			—			—			—			—			1,017
Cash Flows from Financing Activities-Continuing Operations		(90,573	)		(144,612	)		(2,802	)		41,299			106,131			(90,557	)
Cash Flows from Financing Activities-Discontinued Operations		—			—			—			46			—			46
Cash Flows from Financing Activities		(90,573	)		(144,612	)		(2,802	)		41,345			106,131			(90,511	)
Effect of exchange rates on cash and cash equivalents		—			—			1,132			157			—			1,289
(Decrease) Increase in cash and cash equivalents		(12,811	)		(67,204	)		1,082			10,057			—			(68,876	)
Cash and cash equivalents, beginning of period		13,909			121,584			37,652			85,548			—			258,693
Cash and cash equivalents, end of period	$	1,098		$	54,380		$	38,734		$	95,605		$	—		$	189,817

	Three Months Ended March 31, 2012
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Cash Flows from Operating Activities:
Cash Flows from Operating Activities—Continuing Operations	$	(40,455	)	$	100,211		$	4,108		$	15,195		$	—		$	79,059
Cash Flows from Operating Activities—Discontinued Operations		—			(2,415	)		—			(1,760	)		—			(4,175	)
Cash Flows from Operating Activities		(40,455	)		97,796			4,108			13,435			—			74,884
Cash Flows from Investing Activities:
Capital expenditures		—			(31,371	)		(2,828	)		(21,717	)		—			(55,916	)
Cash paid for acquisitions, net of cash acquired		—			(8,818	)		—			—			—			(8,818	)
Intercompany loans to subsidiaries		116,821			(19,330	)		—			—			(97,491	)		—
Investment in restricted cash		(2	)		—			—			—			—			(2	)
Additions to customer relationship and acquisition costs		—			(2,523	)		(62	)		(423	)		—			(3,008	)
Proceeds from sales of property and equipment and other, net		—			1,885			5			(37	)		—			1,853
Cash Flows from Investing Activities—Continuing Operations		116,819			(60,157	)		(2,885	)		(22,177	)		(97,491	)		(65,891	)
Cash Flows from Investing Activities—Discontinued Operations		—			(25	)		—			(1,116	)		—			(1,141	)
Cash Flows from Investing Activities		116,819			(60,182	)		(2,885	)		(23,293	)		(97,491	)		(67,032	)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt		—			(623,221	)		(715	)		(11,603	)		—			(635,539	)
Proceeds from revolving credit and term loan facilities and other debt		—			700,000			—			1,105			—			701,105
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net		—			—			—			191			—			191
Intercompany loans from parent		—			(116,998	)		(2,860	)		22,367			97,491			—
Stock repurchases		(38,052	)		—			—			—			—			(38,052	)
Parent cash dividends		(43,180	)		—			—			—			—			(43,180	)
Proceeds from exercise of stock options and employee stock purchase plan		1,321			—			—			—			—			1,321
Excess tax benefits from stock-based compensation		190			—			—			—			—			190
Payment of debt financing costs		—			(93	)		—			—			—			(93	)
Cash Flows from Financing Activities—Continuing Operations		(79,721	)		(40,312	)		(3,575	)		12,060			97,491			(14,057	)
Cash Flows from Financing Activities—Discontinued Operations		—			—			—			(39	)		—			(39	)
Cash Flows from Financing Activities		(79,721	)		(40,312	)		(3,575	)		12,021			97,491			(14,096	)
Effect of exchange rates on cash and cash equivalents		—			—			1,623			3,069			—			4,692
Increase (Decrease) in cash and cash equivalents		(3,357	)		(2,698	)		(729	)		5,232			—			(1,552	)
Cash and cash equivalents, beginning of period		3,428			10,750			68,907			96,760			—			179,845
Cash and cash equivalents, end of period	$	71		$	8,052		$	68,178		$	101,992		$	—		$	178,293

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Summary of Significant Accounting Policies (Details 4) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
Summary of Significant Accounting Policies
Stock-based compensation expense, net of tax	$ 6,847	$ 3,164
Stock-based compensation expense per basic and diluted share (in dollars per share)	$ 0.04	$ 0.02
Stock based compensation expense
Stock based compensation	9,800	5,033
Excess tax benefits from stock-based compensation	190	1,017
Continuing Operations
Stock based compensation expense
Stock based compensation	9,800	4,439
Continuing Operations | Cost of sales (excluding depreciation and amortization)
Stock based compensation expense
Stock based compensation	215	275
Continuing Operations | Selling, general and administrative expenses
Stock based compensation expense
Stock based compensation	9,585	4,164
Discontinued Operations
Stock based compensation expense
Stock based compensation		$ 594

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Commitments and Contingencies (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended			66 Months Ended	3 Months Ended	12 Months Ended	3 Months Ended
	Mar. 31, 2012 facility	Mar. 31, 2011	Nov. 04, 2011 Italy facility	Mar. 31, 2012 Government Contract Billing Matter	Mar. 31, 2012 State of Massachusetts Notices of Intention to Assess	Dec. 31, 2011 Italy Fire Italy facility	Mar. 31, 2012 Litigation
Commitments and Contingencies
Loss contingencies, reasonably possible loss exposure in excess of the amount currently accrued							$ 52,000
Total revenue billed and recorded since renewal of contract in October 2006	746,498	746,009		45,000
Notices of intention to assess, including tax and penalties (but excluding interest), related to assessment of income tax or net worth tax					$ 7,867
Number of global facilities	1,000
Number of leased facilities			10
Number of facilities damaged						1

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Subsequent Events

3 Months Ended

Mar. 31, 2012

Subsequent Events.

Subsequent Events

(11) Subsequent Events

        In April 2012, we acquired the stock of Grupo Store, a records management and data protection business in Brazil with locations in Sao Paulo, Rio de Janeiro, Porto Alegre and Recife, for a purchase price of approximately $80,000 ($77,000, net of cash acquired) in order to enhance our existing operations in the information management business in Brazil. Included in the purchase price is approximately $11,000 to be held in escrow. The amounts held in escrow include (1) approximately $3,000, which represents the amount of cash and cash equivalents the former owners of the business (the "Sellers") have represented to us that we acquired as part of the acquisition, which is payable to the Sellers upon the earlier of (a) 15 days subsequent to the confirmation of the cash amount by IMI or (b) 45 days subsequent to the closing date and (2) approximately $8,000, which represents amounts to secure a working capital adjustment and the indemnification obligations of the Sellers. The amounts held in escrow for purposes of the working capital adjustment will be distributed either to IMI or the Sellers based on the final agreed upon working capital amount. Unless paid to us in accordance with the terms of the agreement, all amounts remaining in escrow after payments described in either (1) and (2) above will be released to the Sellers in four annual installments, commencing on the two-year anniversary of the closing date.

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Debt (Tables)

3 Months Ended

Mar. 31, 2012

Debt

Carrying amount and fair value of long-term debt instruments

	December 31, 2011					March 31, 2012
	Carrying Amount			Fair Value		Carrying Amount			Fair Value
Revolving Credit Facility(1)	$	96,000		$	96,000	$	190,000		$	190,000
Term Loan Facility(1)		487,500			487,500		481,250			481,250
71/4% GBP Senior Subordinated Notes due 2014 (the "71/4% Notes")(2)(3)		233,115			233,115		240,210			240,210
65/8% Senior Subordinated Notes due 2016 (the "65/8% Notes")(2)(3)		318,025			320,400		318,147			319,392
71/2% CAD Senior Subordinated Notes due 2017 (the "Subsidiary Notes")(2)(4)		171,273			174,698		175,245			180,940
83/4% Senior Subordinated Notes due 2018 (the "83/4% Notes")(2)(3)		200,000			209,000		200,000			206,870
8% Senior Subordinated Notes due 2018 (the "8% Notes")(2)(3)		49,806			47,607		49,813			54,140
63/4% Euro Senior Subordinated Notes due 2018 (the "63/4% Notes")(2)(3)		328,750			312,352		338,508			343,623
73/4% Senior Subordinated Notes due 2019 (the "73/4% Notes due 2019")(2)(3)		400,000			422,750		400,000			437,000
8% Senior Subordinated Notes due 2020 (the "8% Notes due 2020")(2)(3)		300,000			313,313		300,000			317,625
83/8% Senior Subordinated Notes due 2021 (the "83/8% Notes")(2)(3)		548,346			586,438		548,389			598,813
Real Estate Mortgages, Capital Leases and Other(5)		220,773			220,773		212,114			212,114
Total Long-term Debt		3,353,588					3,453,676
Less Current Portion		(73,320	)				(63,229	)
Long-term Debt, Net of Current Portion	$	3,280,268				$	3,390,447

(1)

The capital stock or other equity interests of most of our U.S. subsidiaries, and up to 66% of the capital stock or other equity interests of our first-tier foreign subsidiaries, are pledged to secure these debt instruments, together with all intercompany obligations of foreign subsidiaries owed to us or to one of our U.S. subsidiary guarantors. The fair value of this long-term debt approximates the carrying value (as borrowings under these debt instruments are based on current variable market interest rates as of December 31, 2011 and March 31, 2012, respectively).

(2)

The fair values of these debt instruments are based on quoted market prices for these notes on December 31, 2011 and March 31, 2012, respectively.

(3)

Collectively, the "Parent Notes". IMI is the direct obligor on the Parent Notes, which are fully and unconditionally guaranteed, on a senior subordinated basis, by substantially all of its direct and indirect wholly owned U.S. subsidiaries (the "Guarantors"). These guarantees are joint and several obligations of the Guarantors. Iron Mountain Canada Corporation ("Canada Company") and the remainder of our subsidiaries do not guarantee the Parent Notes.

(4)

Canada Company is the direct obligor on the Subsidiary Notes, which are fully and unconditionally guaranteed, on a senior subordinated basis, by IMI and the Guarantors. These guarantees are joint and several obligations of IMI and the Guarantors.

(5)

We believe the fair value of this debt approximates its carrying value.

Term loan payments required as a percentage of original principal amount

Year Ending	Percentage
June 30, 2012		5	%
June 30, 2013		5	%
June 30, 2014		10	%
June 30, 2015		15	%
June 27, 2016		65	%

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Segment Information (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011	Dec. 31, 2011
Segment Reporting Information
Total Revenues	$ 746,498	$ 746,009
Depreciation and Amortization	78,008	80,163
Depreciation	70,149	73,338
Amortization	7,859	6,825
Adjusted OIBDA	220,540	217,299
Total Assets	6,086,622	6,487,604	6,041,258
Expenditures for Segment Assets	67,742	89,806
Capital Expenditures	55,916	52,208
Cash Paid for Acquisitions, Net of Cash Acquired	8,818	34,705
Additions to Customer Relationship and Acquisition Costs	3,008	2,893
North American Business
Segment Reporting Information
Total Revenues	552,311	555,298
Depreciation and Amortization	44,514	45,416
Depreciation	41,396	42,453
Amortization	3,118	2,963
Adjusted OIBDA	226,349	227,975
Total Assets	4,228,281	4,310,523
Expenditures for Segment Assets	39,336	36,050
Capital Expenditures	27,933	28,785
Cash Paid for Acquisitions, Net of Cash Acquired	8,818	5,029
Additions to Customer Relationship and Acquisition Costs	2,585	2,236
International Business
Segment Reporting Information
Total Revenues	194,187	190,711
Depreciation and Amortization	25,407	25,421
Depreciation	20,701	21,599
Amortization	4,706	3,822
Adjusted OIBDA	43,559	38,878
Total Assets	1,666,245	1,792,908
Expenditures for Segment Assets	20,294	47,724
Capital Expenditures	19,871	17,391
Cash Paid for Acquisitions, Net of Cash Acquired		29,676
Additions to Customer Relationship and Acquisition Costs	423	657
Corporate
Segment Reporting Information
Depreciation and Amortization	8,087	9,326
Depreciation	8,052	9,286
Amortization	35	40
Adjusted OIBDA	(49,368)	(49,554)
Total Assets	192,096	384,173
Expenditures for Segment Assets	8,112	6,032
Capital Expenditures	$ 8,112	$ 6,032

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Derivative Instruments and Hedging Activities (Details 2) (Derivatives Not Designated as Hedging Instruments, USD $) In Thousands, unless otherwise specified	Mar. 31, 2012	Dec. 31, 2011
Fair value of derivative instruments
Asset Derivatives	$ 72	$ 2,803
Liability Derivatives	4,172	435
Foreign exchange contracts | Current assets
Fair value of derivative instruments
Asset Derivatives	72	2,803
Foreign exchange contracts | Current liabilities
Fair value of derivative instruments
Liability Derivatives	$ 4,172	$ 435

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CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
CONSOLIDATED STATEMENTS OF OPERATIONS
Interest Income	$ 545	$ 551

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CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
CONSOLIDATED STATEMENTS OF CASH FLOWS
Amortization of deferred financing costs and bond discount	$ 1,742	$ 1,426

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Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Tables)

3 Months Ended

Mar. 31, 2012

Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors

Selected consolidated Balance sheet statements of Parent, Guarantors, Canada Company and Non-Guarantors

	December 31, 2011
	Parent		Guarantors		Canada Company		Non- Guarantors		Eliminations			Consolidated
Assets
Current Assets:
Cash and Cash Equivalents	$	3,428	$	10,750	$	68,907	$	96,760	$	—		$	179,845
Restricted Cash		35,110		—		—		—		—			35,110
Accounts Receivable		—		334,658		40,115		168,694		—			543,467
Intercompany Receivable		905,451		—		4,639		—		(910,090	)		—
Assets of Discontinued Operations		—		—		—		7,256		—			7,256
Other Current Assets		2,016		103,899		3,323		40,538		(1,004	)		148,772
Total Current Assets		946,005		449,307		116,984		313,248		(911,094	)		914,450
Property, Plant and Equipment, Net		1,490		1,480,785		200,755		724,053		—			2,407,083
Other Assets, Net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		928,182		1,000		2,961		15,010		(947,153	)		—
Investment in Subsidiaries		1,828,712		1,563,690		—		—		(3,392,402	)		—
Goodwill		—		1,529,359		196,989		527,920		—			2,254,268
Other		27,226		240,557		9,804		187,870		—			465,457
Total Other Assets, Net		2,784,120		3,334,606		209,754		730,800		(4,339,555	)		2,719,725
Total Assets	$	3,731,615	$	5,264,698	$	527,493	$	1,768,101	$	(5,250,649	)	$	6,041,258
Liabilities and Equity
Intercompany Payable	$	—	$	856,808	$	—	$	53,282	$	(910,090	)	$	—
Current Portion of Long-term Debt		658		46,967		2,658		23,037		—			73,320
Liabilities of Discontinued Operations		—		—		—		3,317		—			3,317
Total Other Current Liabilities		100,921		453,648		31,407		187,421		(1,004	)		772,393
Long-term Debt, Net of Current Portion		2,378,040		630,118		185,953		86,157		—			3,280,268
Long-term Notes Payable to Affiliates and Intercompany Payable		1,000		946,153		—		—		(947,153	)		—
Other Long-term Liabilities		5,308		528,897		31,418		92,081					657,704
Commitments and Contingencies (See Note 8)
Total Iron Mountain Incorporated Stockholders' Equity		1,245,688		1,802,107		276,057		1,314,238		(3,392,402	)		1,245,688
Noncontrolling Interests		—		—		—		8,568		—			8,568
Total Equity		1,245,688		1,802,107		276,057		1,322,806		(3,392,402	)		1,254,256
Total Liabilities and Equity	$	3,731,615	$	5,264,698	$	527,493	$	1,768,101	$	(5,250,649	)	$	6,041,258

	March 31, 2012
	Parent		Guarantors		Canada Company		Non- Guarantors		Eliminations			Consolidated
Assets
Current Assets:
Cash and Cash Equivalents	$	71	$	8,052	$	68,178	$	101,992	$	—		$	178,293
Restricted Cash		35,112		—		—		—		—			35,112
Accounts Receivable		—		341,827		42,752		173,778		—			558,357
Intercompany Receivable		862,748		—		7,983		—		(870,731	)		—
Assets of Discontinued Operations		—		—		—		7,294		—			7,294
Other Current Assets		48		107,763		5,354		40,805		(1,027	)		152,943
Total Current Assets		897,979		457,642		124,267		323,869		(871,758	)		931,999
Property, Plant and Equipment, Net		1,450		1,458,216		205,166		737,826		—			2,402,658
Other Assets, Net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		982,167		1,000		5,494		—		(988,661	)		—
Investment in Subsidiaries		1,863,354		1,595,137		—		—		(3,458,491	)		—
Goodwill		—		1,534,176		201,558		546,887		—			2,282,621
Other		26,084		250,484		9,766		183,010		—			469,344
Total Other Assets, Net		2,871,605		3,380,797		216,818		729,897		(4,447,152	)		2,751,965
Total Assets	$	3,771,034	$	5,296,655	$	546,251	$	1,791,592	$	(5,318,910	)	$	6,086,622
Liabilities and Equity
Intercompany Payable	$	—	$	808,307	$	—	$	62,424	$	(870,731	)	$	—
Current Portion of Long-term Debt		670		43,408		2,747		16,404		—			63,229
Liabilities of Discontinued Operations		—		—		—		7,859		—			7,859
Total Other Current Liabilities		107,840		403,010		28,491		168,738		(1,027	)		707,052
Long-term Debt, Net of Current Portion		2,395,066		716,601		190,186		88,594		—			3,390,447
Long-term Notes Payable to Affiliates and Intercompany Payable		1,000		983,987		—		3,674		(988,661	)		—
Other Long-term Liabilities		6,842		507,788		34,474		100,128		—			649,232
Commitments and Contingencies (See Note 8)
Total Iron Mountain Incorporated Stockholders' Equity		1,259,616		1,833,554		290,353		1,334,584		(3,458,491	)		1,259,616
Noncontrolling Interests		—		—		—		9,187		—			9,187
Total Equity		1,259,616		1,833,554		290,353		1,343,771		(3,458,491	)		1,268,803
Total Liabilities and Equity	$	3,771,034	$	5,296,655	$	546,251	$	1,791,592	$	(5,318,910	)	$	6,086,622

Selected consolidated Income statement of Parent, Guarantors, Canada Company and Non-Guarantors

	Three Months Ended March 31, 2011
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage	$	—		$	282,713		$	30,115		$	102,877		$	—		$	415,705
Service		—			208,912			28,934			92,458			—			330,304
Total Revenues		—			491,625			59,049			195,335			—			746,009
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			198,125			23,732			94,098			—			315,955
Selling, General and Administrative		134			142,556			10,161			59,904			—			212,755
Depreciation and Amortization		40			49,151			5,105			25,867			—			80,163
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		—			(461	)		(10	)		7			—			(464	)
Total Operating Expenses		174			389,371			38,988			179,876			—			608,409
Operating (Loss) Income		(174	)		102,254			20,061			15,459			—			137,600
Interest Expense (Income), Net		43,186			(20,095	)		10,167			15,360			—			48,618
Other Expense (Income), Net		30,828			(643	)		(47	)		(39,096	)		—			(8,958	)
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(74,188	)		122,992			9,941			39,195			—			97,940
Provision (Benefit) for Income Taxes		—			6,911			7,572			2,281			—			16,764
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(147,648	)		(32,684	)(1)		—			—			180,332	(1)		—
Income (Loss) from Continuing Operations		73,460			148,765	(1)		2,369			36,914			(180,332	)(1)		81,176
(Loss) Income from Discontinued Operations, Net of Tax		—			(2,470	)		—			(4,087	)		—			(6,557	)
Net Income (Loss)		73,460			146,295	(1)		2,369			32,827			(180,332	)(1)		74,619
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—			1,159			—			1,159
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	73,460		$	146,295		$	2,369		$	31,668		$	(180,332	)	$	73,460
Net Income (Loss)	$	73,460		$	146,295		$	2,369		$	32,827		$	(180,332	)	$	74,619
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		(3,938	)		(2,435	)		5,909			22,942			—			22,478
Total Other Comprehensive Income (Loss)		(3,938	)		(2,435	)		5,909			22,942			—			22,478
Comprehensive Income (Loss)		69,522			143,860			8,278			55,769			(180,332	)		97,097
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—			1,119			—			1,119
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	69,522		$	143,860		$	8,278		$	54,650		$	(180,332	)	$	95,978

(1)

In the preparation of our current filing, we identified and corrected an error in the previously reported amount of the Guarantors' equity in the (earnings) losses of subsidiaries, net of tax for the three months ended March 31, 2011. Previously reported Guarantors' equity in the (earnings) losses of subsidiaries, net of tax, Guarantors' income from continuing operations and Guarantors' net income were $17,231, $98,850 and $96,380, respectively, and the correction results in an increase in the equity in earnings, income from continuing operations and net income of the Guarantors of $49,915 with an offsetting increase for those line items in the eliminations column. Accordingly, there was no impact on the Parent, Canada Company, Non-Guarantors or consolidated results previously reported. Additionally, there was no change in the operating income or income from continuing operations before income taxes of the Guarantors. Our previously reported amount of the Guarantors' equity in the (earnings) losses of subsidiaries, net of tax for the six months ended June 30, 2011 was appropriately reported, however, the three months ended June 30, 2011 was impacted by the same amount but in the opposite direction. We will correct the three months ended June 30, 2011 figures in our 2012 second quarter filing which will result in a decrease in the equity in earnings, income from continuing operations and net income of the Guarantors' of $49,915. Our three months ended June 30, 2011 Guarantors' equity in the (earnings) losses of subsidiaries, net of tax, income from continuing operations and net income will be changed and disclosed in our second quarter 2012 filing to $(10,601), $114,285 and $297,236, respectively, with an offsetting decrease for those line items in the eliminations column.

	Three Months Ended March 31, 2012
	Parent			Guarantors			Canada Company		Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage	$	—		$	287,587		$	30,475	$	107,279		$	—		$	425,341
Service		—			200,361			29,401		91,395			—			321,157
Total Revenues		—			487,948			59,876		198,674			—			746,498
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			193,215			25,041		97,042			—			315,298
Selling, General and Administrative		18			147,862			9,185		53,595			—			210,660
Depreciation and Amortization		75			48,086			4,563		25,284			—			78,008
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		—			(155	)		42		832			—			719
Total Operating Expenses		93			389,008			38,831		176,753			—			604,685
Operating (Loss) Income		(93	)		98,940			21,045		21,921			—			141,813
Interest Expense (Income), Net		47,091			(4,234	)		11,466		4,461			—			58,784
Other Expense (Income), Net		19,585			(1,260	)		—		(21,629	)		—			(3,304	)
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(66,769	)		104,434			9,579		39,089			—			86,333
Provision (Benefit) for Income Taxes		—			17,084			4,523		3,653			—			25,260
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(122,119	)		(33,131	)		—		—			155,250			—
Income (Loss) from Continuing Operations		55,350			120,481			5,056		35,436			(155,250	)		61,073
Income (Loss) from Discontinued Operations, Net of Tax		—			464			—		(5,557	)		—			(5,093	)
Net Income (Loss)		55,350			120,945			5,056		29,879			(155,250	)		55,980
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—		630			—			630
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	55,350		$	120,945		$	5,056	$	29,249		$	(155,250	)	$	55,350
Net Income (Loss)	$	55,350		$	120,945		$	5,056	$	29,879		$	(155,250	)	$	55,980
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		(2,343	)		1,057			6,474		22,759			—			27,947
Total Other Comprehensive Income (Loss)		(2,343	)		1,057			6,474		22,759			—			27,947
Comprehensive Income (Loss)		53,007			122,002			11,530		52,638			(155,250	)		83,927
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—		1,088			—			1,088
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	53,007		$	122,002		$	11,530	$	51,550		$	(155,250	)	$	82,839

Selected consolidated cash flow statement of Parent, Guarantors, Canada Company and Non-Guarantors

	Three Months Ended March 31, 2011
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Cash Flows from Operating Activities:
Cash Flows from Operating Activities-Continuing Operations	$	(53,891	)	$	142,876		$	5,183		$	16,250		$	—		$	110,418
Cash Flows from Operating Activities-Discontinued Operations		—			8,146			—			773			—			8,919
Cash Flows from Operating Activities		(53,891	)		151,022			5,183			17,023			—			119,337
Cash Flows from Investing Activities:
Capital expenditures		—			(32,028	)		(2,262	)		(17,918	)		—			(52,208	)
Cash paid for acquisitions, net of cash acquired		—			(4,971	)		(58	)		(29,676	)		—			(34,705	)
Intercompany loans to subsidiaries		132,655			(24,524	)		—			—			(108,131	)		—
Investment in subsidiaries		(1,000	)		(1,000	)		—			—			2,000			—
Investment in restricted cash		(2	)		—			—			—			—			(2	)
Additions to customer relationship and acquisition costs		—			(2,095	)		(121	)		(677	)		—			(2,893	)
Investment in joint ventures		—			—			—			(50	)		—			(50	)
Proceeds from sales of property and equipment and other, net		—			119			10			37			—			166
Cash Flows from Investing Activities-Continuing Operations		131,653			(64,499	)		(2,431	)		(48,284	)		(106,131	)		(89,692	)
Cash Flows from Investing Activities-Discontinued Operations		—			(9,115	)		—			(184	)		—			(9,299	)
Cash Flows from Investing Activities		131,653			(73,614	)		(2,431	)		(48,468	)		(106,131	)		(98,991	)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt		(361,015	)		(10,435	)		(735	)		(56,363	)		—			(428,548	)
Proceeds from revolving credit and term loan facilities and other debt		540,000			—			—			67,418			—			607,418
Early retirement of senior subordinated notes		(231,255	)		—			—			—			—			(231,255	)
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net		—			—			—			131			—			131
Intercompany loans from parent		—			(135,177	)		(2,067	)		29,113			108,131			—
Equity contribution from parent		—			1,000			—			1,000			(2,000	)		—
Stock repurchases		(10,970	)		—			—			—			—			(10,970	)
Parent cash dividends		(37,514	)		—			—			—			—			(37,514	)
Proceeds from exercise of stock options and employee stock purchase plan		9,164			—			—			—			—			9,164
Excess tax benefits from stock-based compensation		1,017			—			—			—			—			1,017
Cash Flows from Financing Activities-Continuing Operations		(90,573	)		(144,612	)		(2,802	)		41,299			106,131			(90,557	)
Cash Flows from Financing Activities-Discontinued Operations		—			—			—			46			—			46
Cash Flows from Financing Activities		(90,573	)		(144,612	)		(2,802	)		41,345			106,131			(90,511	)
Effect of exchange rates on cash and cash equivalents		—			—			1,132			157			—			1,289
(Decrease) Increase in cash and cash equivalents		(12,811	)		(67,204	)		1,082			10,057			—			(68,876	)
Cash and cash equivalents, beginning of period		13,909			121,584			37,652			85,548			—			258,693
Cash and cash equivalents, end of period	$	1,098		$	54,380		$	38,734		$	95,605		$	—		$	189,817

	Three Months Ended March 31, 2012
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Cash Flows from Operating Activities:
Cash Flows from Operating Activities—Continuing Operations	$	(40,455	)	$	100,211		$	4,108		$	15,195		$	—		$	79,059
Cash Flows from Operating Activities—Discontinued Operations		—			(2,415	)		—			(1,760	)		—			(4,175	)
Cash Flows from Operating Activities		(40,455	)		97,796			4,108			13,435			—			74,884
Cash Flows from Investing Activities:
Capital expenditures		—			(31,371	)		(2,828	)		(21,717	)		—			(55,916	)
Cash paid for acquisitions, net of cash acquired		—			(8,818	)		—			—			—			(8,818	)
Intercompany loans to subsidiaries		116,821			(19,330	)		—			—			(97,491	)		—
Investment in restricted cash		(2	)		—			—			—			—			(2	)
Additions to customer relationship and acquisition costs		—			(2,523	)		(62	)		(423	)		—			(3,008	)
Proceeds from sales of property and equipment and other, net		—			1,885			5			(37	)		—			1,853
Cash Flows from Investing Activities—Continuing Operations		116,819			(60,157	)		(2,885	)		(22,177	)		(97,491	)		(65,891	)
Cash Flows from Investing Activities—Discontinued Operations		—			(25	)		—			(1,116	)		—			(1,141	)
Cash Flows from Investing Activities		116,819			(60,182	)		(2,885	)		(23,293	)		(97,491	)		(67,032	)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt		—			(623,221	)		(715	)		(11,603	)		—			(635,539	)
Proceeds from revolving credit and term loan facilities and other debt		—			700,000			—			1,105			—			701,105
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net		—			—			—			191			—			191
Intercompany loans from parent		—			(116,998	)		(2,860	)		22,367			97,491			—
Stock repurchases		(38,052	)		—			—			—			—			(38,052	)
Parent cash dividends		(43,180	)		—			—			—			—			(43,180	)
Proceeds from exercise of stock options and employee stock purchase plan		1,321			—			—			—			—			1,321
Excess tax benefits from stock-based compensation		190			—			—			—			—			190
Payment of debt financing costs		—			(93	)		—			—			—			(93	)
Cash Flows from Financing Activities—Continuing Operations		(79,721	)		(40,312	)		(3,575	)		12,060			97,491			(14,057	)
Cash Flows from Financing Activities—Discontinued Operations		—			—			—			(39	)		—			(39	)
Cash Flows from Financing Activities		(79,721	)		(40,312	)		(3,575	)		12,021			97,491			(14,096	)
Effect of exchange rates on cash and cash equivalents		—			—			1,623			3,069			—			4,692
Increase (Decrease) in cash and cash equivalents		(3,357	)		(2,698	)		(729	)		5,232			—			(1,552	)
Cash and cash equivalents, beginning of period		3,428			10,750			68,907			96,760			—			179,845
Cash and cash equivalents, end of period	$	71		$	8,052		$	68,178		$	101,992		$	—		$	178,293

XML

Summary of Significant Accounting Policies (Details 8) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2012	Mar. 31, 2011
Other Expense (Income), Net:
Foreign currency transaction (gains) losses, net	$ (2,575)	$ (3,096)
Debt extinguishment expense (income), net		(850)
Other, net	(729)	(5,012)
Total other expense (income), net	$ (3,304)	$ (8,958)

XML

Discontinued Operations

3 Months Ended

Mar. 31, 2012

Discontinued Operations

Discontinued Operations

(10) Discontinued Operations

Digital Operations

        On June 2, 2011, IMI completed the sale of the Digital Business to Autonomy pursuant to the Digital Sale Agreement. In the Digital Sale, Autonomy purchased (1) the shares of certain of IMI's subsidiaries through which IMI conducted the Digital Business and (2) certain assets of IMI and its subsidiaries relating to our Digital Business. The Digital Sale qualified as discontinued operations because (1) the remaining direct gross cash inflows and outflows of the Digital Business by IMI post-close are not expected to be significant in relation to the direct gross cash inflows and outflows absent the Digital Sale and (2) there is no significant continuing involvement because IMI does not retain the ability to influence the operating and financial policies of the Digital Business. As a result, the financial position, operating results and cash flows of the Digital Business, for all periods presented, including the gain on the sale, have been reported as discontinued operations for financial reporting purposes.

        Pursuant to the Digital Sale Agreement, IMI received approximately $395,400 in cash, consisting of the initial purchase price of $380,000 and a preliminary working capital adjustment of approximately $15,400, which remains subject to a customary post-closing adjustment based on the amount of working capital at closing. The purchase price for the Digital Sale will be increased on a dollar-for-dollar basis if the working capital balance at the time of closing exceeds the target amount of working capital as set forth in the Digital Sale Agreement and decreased on a dollar-for-dollar basis if such closing working capital balance is less than the target amount. We and Autonomy are in disagreement regarding the working capital adjustment in the Digital Sale Agreement. As a result, as contemplated by the Digital Sale Agreement, the matter has been referred to an independent third party accounting firm for determination of the appropriate adjustment amount. Any change in the estimated amount of working capital adjustment will be recorded within gain (loss) on the sale of discontinued operations, net of tax within our consolidated statement of operations. Transaction costs relating to the Digital Sale amounted to $7,387 ($449 of such costs were unpaid as of March 31, 2012). Additionally, $11,075 of inducements are payable to Autonomy and have been netted against the proceeds in calculating the gain on the Digital Sale ($6,000 of such amount was unpaid as of March 31, 2012).

        The table below summarizes certain results of operations of the Digital Business for the three months ended March 31, 2011 and 2012:

	Three Months Ended March 31,
	2011			2012
Total Revenues	$	46,678		$	—
(Loss) Income Before (Benefit) Provision for Income Taxes of Discontinued Operations	$	(3,586	)	$	755
(Benefit) Provision for Income Taxes		(1,116	)		291
(Loss) Income from Discontinued Operations, Net of Tax	$	(2,470	)	$	464

        There have been no allocations of corporate general and administrative expenses to discontinued operations. In accordance with our policy, we have allocated corporate interest associated with all debt that is not specifically allocated to a particular component based on the proportion of the assets of the Digital Business to our total consolidated assets at the applicable weighted average interest rate associated with such debt for such reporting period. Interest allocated to the Digital Business and included in loss from discontinued operations amounted to $1,418 for three months ended March 31, 2011.

        The revenues and corresponding expenses associated with the above agreements are reflected in our continuing operating results. None of these services gives us the ability to influence the operating and financial policies of the Digital Business. We have concluded that the direct cash flows associated with these agreements are not significant because they are estimated to represent less than 5% of both direct cash inflows and outflows of the Digital Business for the one-year period subsequent to the Digital Sale, and, therefore, we have reported the Digital Business as discontinued operations in the accompanying consolidated financial statements for all periods presented. We will continue to assess the cash flows associated with these agreements and our conclusion that the Digital Business be reported as discontinued operations through one year after the Digital Sale.

New Zealand Business

        We completed the sale of the New Zealand Business on October 3, 2011 for a purchase price of approximately $10,000. For all periods presented, the financial position, operating results and cash flows of the New Zealand Business, including the gain on the sale, have been reported as discontinued operations for financial reporting purposes.

        The table below summarizes certain results of operations of the New Zealand Business for the three months ended March 31, 2011:

	Three Months Ended March 31, 2011
Total Revenues	$	1,983
Loss Before Benefit for Income Taxes of Discontinued Operations	$	(72	)
Benefit for Income Taxes		—
Loss from Discontinued Operations, Net of Tax	$	(72	)

Italian Business

        We committed in December 2011 to a plan to sell the Italian Business and beginning in the fourth quarter of 2011, the Italian Business has been classified as held for sale and, for all periods presented, the financial position, operating results and cash flows of the Italian Business have been reported as discontinued operations for financial reporting purposes. We sold the Italian Business on April 27, 2012.

        The table below summarizes certain results of operations of the Italian Business for the three months ended March 31, 2011 and 2012:

	Three Months Ended March 31,
	2011			2012
Total Revenues	$	4,283		$	2,138
Loss Before Benefit for Income Taxes of Discontinued Operations	$	(4,094	)	$	(6,124	)
Benefit for Income Taxes		(79	)		(567	)
Loss from Discontinued Operations, Net of Tax	$	(4,015	)	$	(5,557	)

        The carrying amounts of the major classes of assets and liabilities of the Italian Business were as follows:

	December 31, 2011		March 31, 2012
Accounts receivable, net	$	4,676	$	4,731
Prepaid expenses and other		602		611
Current assets of discontinued operations		5,278		5,342
Other assets, net		1,978		1,952
Non-current assets of discontinued operations		1,978		1,952
Assets of discontinued operations	$	7,256	$	7,294
Current portion of long-term debt	$	118	$	102
Accounts payable		563		2,216
Accrued expenses		2,552		5,372
Deferred revenue		41		144
Current liabilities of discontinued operations		3,274		7,834
Other long-term liabilities		43		25
Non-current liabilities of discontinued operations		43		25
Liabilities of discontinued operations	$	3,317	$	7,859