10-K/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

Amendment 1

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2009

Commission File Number: 0-19394

GTSI CORP.

(Exact name of registrant as specified in its charter)

Delaware	54-1248422
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)
2553 Dulles View Drive, Suite 100, Herndon, VA	20171-5219
(Address of principal executive offices)	(Zip Code)

703-502-2000
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Name of each exchange on which registered
Common Stock, $0.005 par value	NASDAQ Global Market

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer as defined in Rule 405 of the Securities Act. YES o NO þ

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YES o NO þ

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 þ NO o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive DataFile required to be submitted and posted pursuant to Rule 405 of Regulations S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES o NO o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “accelerated filer”, “large accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act:

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YES o NO þ

The aggregate market value of the voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, as of June 30, 2009 was $42,809,049.

The number of shares outstanding of the registrant’s common stock on February 26, 2010 was 9,577,750.

DOCUMENTS INCORPORATED BY REFERENCE

Items 10, 11, 12, 13 and 14 of Part III of this Form 10-K are incorporated by reference to GTSI’s proxy statement to be filed with the Securities and Exchange Commission in connection with the Annual Meeting of GTSI’s Stockholders scheduled to be held on April 21, 2010.

EXPLANATORY NOTE

This Amendment No. 1 to the Annual Report on Form 10-K of GTSI Corp. (“GTSI” or the “Company”) amends the Company’s Annual Report on Form 10-K for the 12 months ended December 31, 2009, which was filed with the Securities and Exchange Commission on March 5, 2010 (“Original Filing”). The Company is filing this Amendment No. 1 for the sole purpose of correcting Pricewaterhouse Coopers LLP’s audit report to reflect the three years covered by the audit report from the two years previously indicated, along with the consent from Pricewaterhouse Coopers LLP and Aronson & Company (Exhibit 23.1 & 23.2).

CONTENTS

	Page
PART II
Item 8. Financial Statements and Supplementary Data		1
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure		28
Item 9A. Controls and Procedures		28
Item 9B. Other Information		28
PART IV
Item 15. Exhibits, Financial Statement and Schedules		29
Signatures		30
Schedule II Valuation and Qualifying Accounts		31
Exhibit Index		32
Exhibit 23.1
Exhibit 23.2
Exhibit 31.1
Exhibit 31.2
Exhibit 32
Exhibit 99.1

ITEM 8. FINANCIAL STATEMENTS & SUPPLEMENTARY DATA

Report of Independent Registered Public Accounting Firm

To Board of Directors and Stockholders
of GTSI Corp.:

In our opinion, based on our audits and the report of other auditors, the accompanying consolidated balance sheets and the related consolidated statement of operations, of changes in stockholders’ equity, and of cash flows present fairly, in all material respects, the financial position of GTSI Corp. and its subsidiaries at December 31, 2009 and December 31, 2008, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2009 in conformity with accounting principles generally accepted in the United States of America. In addition, in our opinion, the financial statement schedule listed in the index appearing under item 15(a)(2) presents fairly, in all material respects, the information set forth therein when read in conjunction with the related consolidated financial statements. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2009, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is responsible for these financial statements and financial statement schedule, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on these financial statements and on the Company’s internal control over financial reporting based on our integrated audits. We did not audit the financial statements of Eyak Technology, LLC, an investment accounted for under the equity method, for which GTSI Corp. reflected other assets of $8.0 million and $5.3 million as of December 31, 2009 and 2008, respectively, and reflected income from affiliate of $8.3 million, $4.9 million, and $3.8 million for the years ended December 31, 2009, 2008, and 2007, respectively. The financial statements of Eyak Technology, LLC were audited by other auditors whose report thereon has been furnished to us, and our opinion on the financial statements expressed herein, insofar as it relates to the amounts included for Eyak Technology, LLC, is based solely on the report of the other auditors. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits and the report of other auditors provide a reasonable basis for our opinions.

A company’s internal control over financial reporting is a process designed 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. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ PricewaterhouseCoopers LLP

McLean, Virginia
March 5, 2010

1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors
Eyak Technology, LLC
Dulles, Virginia

We have audited the accompanying Consolidated Balance Sheets of Eyak Technology, LLC and Subsidiary as of December 31, 2009 and 2008, and the related Consolidated Statements of Income, Members’ Equity, and Cash Flows for each of the three years in the period ended December 31, 2009. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Eyak Technology, LLC and Subsidiary as of December 31, 2009 and 2008, and the consolidated results of their operations and their cash flows for each of the three years in the period ended December 31, 2009 in conformity with accounting principles generally accepted in the United States of America.

/s/ Aronson & Company
Rockville, Maryland
March 2, 2010

2

GTSI CORP.
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)

	December 31,
	2009			2008
ASSETS
Current assets:
Cash and cash equivalents	$	7,894		$	—
Accounts receivable, net		209,595			190,740
Inventory		13,477			13,491
Deferred costs		1,807			7,849
Other current assets		4,140			7,807
Total current assets		236,913			219,887
Depreciable assets, net		10,960			13,664
Long-term receivables and other assets		40,758			14,078
Total assets	$	288,631		$	247,629
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Borrowings under credit facility	$	—		$	22,387
Accounts payable		109,723			103,553
Accounts payable — floor plan		34,889			—
Financed lease debt, current portion		831			6,538
Accrued liabilities		26,127			17,857
Deferred revenue		3,176			2,079
Total current liabilities		174,746			152,414
Long-term financed lease debt		—			2,530
Other liabilities		17,598			2,571
Total liabilities		192,344			157,515
Commitments and contingencies (See Note 11)
Stockholders’ equity
Preferred stock — $0.25 par value, 680,850 shares authorized; none issued or outstanding		—			—
Common stock — $0.005 par value, 20,000,000 shares authorized; 10,119,038 issued and 9,637,676 outstanding at December 31, 2009; and 10,140,757 issued and 9,866,662 outstanding at December 31, 2008		50			50
Capital in excess of par value		52,698			50,722
Retained earnings		44,925			39,469
Treasury stock, 277,850 shares at December 31, 2009 and 16,176 shares at December 31, 2008, at cost		(1,386	)		(127	)
Total stockholders’ equity		96,287			90,114
Total liabilities and stockholders’ equity	$	288,631		$	247,629

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

3

GTSI CORP.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)

	For the Years Ended December 31,
	2009			2008			2007
SALES
Product	$	677,966		$	745,366		$	641,560
Service		55,625			56,529			59,658
Financing		28,279			19,270			22,247
		761,870			821,165			723,465
COST OF SALES
Product		611,310			673,858			568,247
Service		33,236			31,551			40,609
Financing		15,872			8,403			9,889
		660,418			713,812			618,745
GROSS MARGIN		101,452			107,353			104,720
SELLING, GENERAL & ADMINISTRATIVE EXPENSES		98,107			103,848			106,335
INCOME (LOSS) FROM OPERATIONS		3,345			3,505			(1,615	)
INTEREST AND OTHER INCOME, NET
Interest and other income		923			760			1,191
Equity income from affiliates		8,261			4,892			3,802
Interest expense		(2,864	)		(3,128	)		(4,577	)
Interest and other income, net		6,320			2,524			416
INCOME (LOSS) BEFORE INCOME TAXES		9,665			6,029			(1,199	)
INCOME TAX (PROVISION) BENEFIT		(4,209	)		1,806			(568	)
NET INCOME (LOSS)	$	5,456		$	7,835		$	(1,767	)
EARNINGS (LOSS) PER SHARE
Basic	$	0.56		$	0.80		$	(0.18	)
Diluted	$	0.56		$	0.79		$	(0.18	)
WEIGHTED AVERAGE SHARES OUTSTANDING
Basic		9,706			9,760			9,571
Diluted		9,762			9,865			9,571

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

4

GTSI CORP.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
For the Years Ended December 31, 2009, 2008 and 2007
(In thousands)

	Common Stock					Capital in									Total
	Shares					Excess of			Retained			Treasury			Stockholders’
	Outstanding			Amount		Par Value			Earnings			Stock			Equity
Balance, December 31, 2006		9,512			49		45,110			33,717			(2,193	)		76,683
FIN 48 adoption		—			—		—			(316	)		—			(316	)
Common stock issued		189			—		161			—			1,126			1,287
Stock-based compensation		—			—		1,832			—			—			1,832
Tax impact from stock-based compensation		—			—		(6	)		—			—			(6	)
Net (loss)		—			—		—			(1,767	)		—			(1,767	)
Balance, December 31, 2007		9,701			49		47,097			31,634			(1,067	)		77,713
Common stock issued		104			—		(260	)		—			816			556
Common stock purchased		(24	)		—		—			—			(217	)		(217	)
Stock-based compensation		—			—		2,946			—			—			2,946
Restricted stock issued		86			1		(343	)		—			341			(1	)
Tax impact from stock-based compensation		—			—		1,282			—			—			1,282
Net income		—			—		—			7,835			—			7,835
Balance, December 31, 2008		9,867		$	50	$	50,722		$	39,469		$	(127	)	$	90,114
Common stock issued		156			—		—			—			717			717
Common stock purchased		(466	)		—		—			—			(2,251	)		(2,251	)
Stock-based compensation		—			—		2,387			—			—			2,387
Restricted stock issued		81			—		(275	)		—			275			—
Tax impact from stock-based compensation		—			—		(136	)		—			—			(136	)
Net income		—			—		—			5,456			—			5,456
Balance, December 31, 2009		9,638		$	50	$	52,698		$	44,925		$	(1,386	)	$	96,287

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

5

GTSI CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)

	For the Years Ended December 31,
	2009			2008			2007
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	5,456		$	7,835		$	(1,767	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization		3,826			3,448			3,807
Loss on sale of depreciable assets		137			276			—
Stock based compensation		2,387			2,946			1,832
Tax impact from stock-based compensation		(11	)		640			(6	)
FIN 48 adoption		—			—			(138	)
Changes in operating assets and liabilities:
Accounts receivable		(27,091	)		(33,288	)		39,028
Inventory		14			8,086			14,114
Other assets		(16,866	)		(3,712	)		31,709
Accounts payable		6,169			18,838			(57,502	)
Accrued liabilities		8,134			3,131			(8,468	)
Other liabilities		16,123			744			(8,642	)
Net cash (used in) provided by operating activities		(1,722	)		8,944			13,967
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of depreciable assets		(1,259	)		(5,230	)		(2,338	)
Sale of depreciable assets		—			120			—
Sale of equity investment		—			—			660
Net cash used in investing activities		(1,259	)		(5,110	)		(1,678	)
CASH FLOWS FROM FINANCING ACTIVITIES:
(Payments on) borrowings under credit facility		(22,387	)		4,356			(12,882	)
Borrowings under Floor Plan		34,889			—			—
Payment of deferred financing costs		(104	)		—			(570	)
Payment of long-term debt		—			(10,000	)		—
Tax impact from stock-based compensation		11			642			—
Common stock Purchases		(2,251	)		(217	)		—
Proceeds from common stock issued		717			556			1,287
Net cash provided by (used in) financing activities		10,875			(4,663	)		(12,165	)
NET INCREASE (DECREASE) IN CASH		7,894			(829	)		124
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR		—			829			705
CASH AND CASH EQUIVALENTS AT END OF YEAR	$	7,894		$	—		$	829
CASH PAID DURING THE YEAR FOR:
Interest	$	56		$	773		$	2,579
Income taxes	$	353		$	191		$	92

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

6

GTSI CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Years Ended December 31, 2009, 2008 and 2007

1. NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A. Nature of Business

GTSI Corp. (collectively with its subsidiaries, “GTSI” or the “Company”) is an IT hardware and solutions provider, focusing predominantly on U.S. federal, state, and local government customers and to prime contractors who are working directly on government contracts. GTSI solves government technology challenges with industry-leading solutions, a powerful collection of contracts, dedicated teams of certified experts, flexible financing options, and ISO 9001:2000 registered global integration and distribution.

To help customers acquire, manage and refresh their technology in a strategic and application-appropriate manner, GTSI has created a mix of hardware and professional and financial services capable of managing and funding the entire technology lifecycle. GTSI has enhanced its professional services organization to handle the increase in engineering, maintenance, and management services supporting its solutions. The Company offers leasing arrangements to allow government agencies to acquire access to technology as an evenly distributed operating expense, rather than the more budget-sensitive and discontinuous capital expense. Additionally, GTSI markets and sells products, primarily computer hardware and software, and solutions through its website, www.GTSI.com, providing a convenient, customized shopping experience to meet the unique and changing needs of its customers.

B. Risks and Uncertainties

There are many factors that affect the Company’s business and results of operations and many of such factors are beyond our control, including reliance on a small number of transactions for a significant portion of our sales and gross margins, increased competition, adverse changes in U.S. Federal Government spending, and infrastructure failures that could adversely affect our ability to process orders, track inventory and ship products in a timely manner.

The Company terminated the Credit Facility entered into in 2006 on May 27, 2009 and entered into a new $135 million credit agreement with Castle Pines Capital LL (“CPC”) and other lenders (the “Credit Agreement”), which includes inventory financing. The Credit Agreement provides a “vendor and distributor program” under which we receive financing for inventory purchases from several of our largest CPC approved vendors with extended payment terms. The Credit Agreement, which matures on May 27, 2011, carries an interest rate indexed at 1-Month LIBOR plus 300 basis points for revolving loan advances and 1-Month LIBOR plus 350 basis points for floor plan loans. The Company relies on the Credit Agreement as the primary vehicle to finance operations. The Credit Agreement imposes financial and informational covenants on the Company. The Company was in compliance with all financial and informational covenants as set forth in the Credit Agreement as of December 31, 2009.

While the Company believes that we will remain in compliance with all of the financial and information covenants under the Credit Agreement, there can be no assurance that we will do so. A breach of any of the covenants or restrictions in the Credit Agreement could result in an event of default under the Credit Agreement. Such a default could result in the lenders discontinuing lending or declaring all outstanding borrowings, including inventory financing, to be due and payable. If any of these events occur, we would need to find additional or alternative financing, if available, to refinance any such accelerated obligations. There can be no assurance that such financing would be available.

C. Principles of Consolidation

The consolidated financial statements include the accounts of GTSI and its wholly-owned subsidiaries, GTSI Financial Services, Inc., GTSI Professional Services, Inc. and Technology Logistics, Inc. All intercompany accounts and transactions have been eliminated. Investments in entities which the Company does not control but has the ability to exercise significant influence over are accounted for using the equity method of accounting.

7

D. Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at year end, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Management’s estimates and assumptions are evaluated on an ongoing basis and are based on historical experience, current conditions and available information. Significant items subject to such estimates and assumptions include valuation allowances for receivables and deferred tax assets, accrual of warranties, proportional performance estimates related to open professional service contracts, recoverability of capitalized internal use software, market value of inventory, accruals of liabilities and the fair value of stock options.

E. Revenue Recognition

GTSI recognizes revenue when persuasive evidence of a sale arrangement exists, delivery has occurred or services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured in accordance with FASB ASC 605-10, Revenue Recognition, Overall (“ASC 605-10”).

The Company recognizes software revenue pursuant to the requirements of FASB ASC 985-25, Software Revenue Recognition (“ASC 985-25”). In accordance with ASC 985-25, the Company recognizes software related revenue from re-selling third party software licenses that do not require significant production, modification or customization, when persuasive evidence of a sale arrangement exists, delivery has occurred or services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured.

When a customer order contains multiple items such as hardware, software and services which are delivered at varying times, the Company determines whether the delivered items can be considered separate units of accounting as prescribed under FASC ASC 605-25, Revenue Recognition, Multiple-Element Arrangements (“ASC 605-25”). ASC 605-25 states that delivered items should be considered separate units of accounting if delivered items have value to the customer on a standalone basis, there is objective and reliable evidence of the fair value of undelivered items, and if delivery of undelivered items is probable and substantially in GTSI’s control.

Generally, the Company is able to establish fair value for all elements of the arrangement. In these instances, revenue is recognized on each element separately. However, if fair value cannot be established or if the delivered items do not have stand alone value to the customer without additional services provided, the Company recognizes revenue on the contract as a single unit of accounting, based on either the completed-contract or proportional-performance methods as described below.

In most cases, revenue from hardware and software product sales is recognized when title passes to the customer. Based upon the Company’s standard shipping terms, FOB destination, title passes upon delivery of the products to the customer. However, occasionally GTSI’s customers will request bill-and-hold transactions in situations where the customer does not have space available to receive products or is not able to immediately take possession of products for other reasons, in which case GTSI will store the purchased equipment in its distribution center. Under ASC 605-10, the Company only recognizes revenue for bill-and-hold transactions when the goods are complete and ready for shipment, title and risk of loss have passed to the customer, management receives a written request from the customer for bill-and-hold treatment, and the ordered goods are segregated in GTSI’s warehouse from other inventory and cannot be used to fulfill other customer orders.

Revenue is recognized on service contracts using either the completed-performance or proportional-performance method depending on the terms of the service agreement. When there are acceptance provisions based on customer-specified subjective criteria, the completed-performance method is used. For contracts where the services performed in the last series of acts is very significant, in relation to the entire contract, performance is not deemed to have occurred until the final act is completed. Once customer acceptance has been received, or the last significant act is performed, revenue is recognized. The Company uses the proportional-performance method when a service contract specifies a number of acts to be performed and the Company has the ability to determine the pattern in which service is provided to the customer.

8

In many contracts, billing terms are agreed upon based on performance milestones such as the execution of a contract, the customer’s acceptance of the equipment and/or vendor for products, the partial or complete delivery of products and/or the completion of specified services. Payments received before delivery has occurred or services have been rendered are recorded as deferred revenue until the revenue recognition criteria are met. Deferred revenue from extended warranty contracts is recognized over the terms of the extended warranty.

The Company sells products to certain customers under sales-type lease arrangements for terms typically ranging from two to four years. The Company accounts for its sales-type leases according to the provisions of FASB ASC 840, Leases (“ASC 840”), and, accordingly, recognizes current and long-term lease receivables, net of unearned income, on the accompanying balance sheets. The present value of all payments is recorded as sales and the related cost of the equipment is charged to cost of sales. The associated interest is recorded over the term of the lease using the effective interest method.

In many cases, GTSI transfers these receivables to various unrelated financing companies and accounts for the transfers in accordance with FASB ASC 860, Transfers and Servicing (“ASC 860”). The transfer of receivables in which GTSI surrenders control is accounted for as a sale. To surrender control, the assets must be isolated from the Company, the transferee has the right to pledge or exchange the receivables and GTSI must not have an agreement that entitles and obligates the Company to repurchase the receivables or the ability to unilaterally cause the holder to return specific assets. If the transfer of receivables does not meet the criteria for a sale under ASC 860, the transfer is accounted for as a secured borrowing with a pledge of collateral. As a result, the Company has recorded certain transferred receivables and secured borrowings, within accounts receivable and long-term financing receivables, and as financed lease debt on the balance sheet.

The Company may also enter into sales arrangements with customers where the Company performs as an agent or broker without assuming the risks and rewards of ownership of the goods and services. The Company recognizes revenue from these transactions on a net basis in accordance with FASB ASC 605-45, Revenue Recognition, Principal Agent Considerations (“ASC 605-45”). The Company sells services performed by third parties, such as maintenance contracts, and recognizes revenue on a net basis at the time of sale.

GTSI offers rights of return to its customers on the products it sells. In accordance with FASB ASC 605-15, Revenue Recognition, Product (“ASC 605-15”), the Company records a sales return allowance based on historical trends in product return rates, when such returns became material. The allowance for future sales returns as of December 31, 2009 and December 31, 2008 was $0.7 million and $1.4 million, respectively, and was recorded as a reduction of accounts receivable, net. The estimated cost of sales of $0.6 million and $1.2 million related to these sales were also deferred and recorded on the consolidated balance sheet as of December 31, 2009 and December 31, 2008, respectively, as deferred costs.

In accordance with FASB ASC 605-50, Revenue Recognition, Customer Payments and Incentives (“ASC 605-50”), the Company records cash received from a vendor as a reduction of inventory and a subsequent reduction in cost of sales, unless the cash is a reimbursement of a specific, identifiable, incremental cost related to selling the vendor’s product or the vendor receives, or will receive, an identifiable benefit in exchange for the cash.

We record vendor rebates received under its vendor incentive programs pursuant to a binding arrangement as a reduction of cost of sales based on a systematic and rational allocation that results in progress by the Company toward earning the rebate provided the amounts are probable and reasonably estimable. If the rebate is not probable and reasonably estimable, it is recognized as the milestones are achieved. In accordance with FASB ASC 605-45, Revenue Recognition, Principal Agent Considerations (“ASC 605-45”), the Company records freight billed to customers as sales and the related shipping costs as cost of sales.

In accordance with ASC 605-45, the Company collects and remits sales and property taxes on products and services that it purchases and sells under its contracts with customers, and reports such amounts under the net method in its consolidated statements of operations.

We amortize costs that are directly related to the acquisition of a long-term contract and that would have not been incurred but for the acquisition of that contract (incremental direct acquisition costs). As long-term contracts are awarded the related up-front incentive costs, which are specific incremental costs associated with the acquisition of long-term contracts, are recorded as prepaid/deferred assets and amortized over the term of the contract or five years, whichever is shorter as a component of selling, general and administrative expenses.

9

F. Cash

Cash consists of all cash balances held in bank accounts at the end of the year. The Company places its temporary cash investments with high credit quality financial institutions. At times such investments may be in excess of the Federal Deposit Insurance Corporation (FDIC) insurance limit. Management monitors balances in excess of insured limits and believes they do not represent a significant credit risk to the Company.

G. Concentration of Credit Risk

Accounts receivable principally represents amounts collectible from the U.S. Federal, state and local governments and prime contractors that are working directly on government contracts. The Company periodically performs credit evaluations of its non-governmental customers and generally does not require collateral. As of December 31, 2009 and 2008, trade accounts receivable from the U.S. Federal Government were $103.9 million or 73.4% and $96.6 million or 68.5%, respectively. The Department of Defense accounted for 36.9% and 39.8% of total trade accounts receivable as of December 31, 2009 and 2008, respectively. One civilian agency accounted for 15.7% of total trade accounts receivable as of December 31, 2009. No other single U.S. Federal Government department or agency accounted for 10% or more of accounts receivable. Credit losses have been insignificant.

H. Allowance for Doubtful Accounts

The Company’s accounts receivable balances are net of an estimated allowance for doubtful accounts. The allowance for doubtful accounts is based on a specific identification of probable losses and an analysis of historical trade receivable write-offs. These estimates could differ from actual collection experience and are subject to adjustment. Therefore, the valuation reserve is re-evaluated quarterly and adjusted as information about the ultimate collectability of accounts receivable becomes available.

I. Software Development Costs

The Company capitalizes the cost of internally developed software that has a useful life in excess of one year in accordance with FASB ASC 350-40, Intangibles-Goodwill and Other Internal-Use Software (“ASC 350-40”). These costs consist of the fees paid to consultants and the salaries of employees working on such software development to customize it to the Company’s needs as well as any third party hardware/software purchases specific to development. Costs incurred in connection with the development of upgrades or enhancements that result in additional functionality are also capitalized and amortized over the useful life of the software once the enhancements are implemented. Software maintenance and training costs are expensed in the period in which they are incurred.

J. Impairment of Long-Lived Assets

Long-lived assets, consisting primarily of furniture, equipment and capitalized internal use software costs, are tested for recoverability whenever events or changes in circumstances indicate that their carrying amount may not be recoverable in accordance with FASB ASC 360, Property, Plant, and Equipment, (“ASC 360”). Recoverability of long-lived assets is assessed by a comparison of the carrying amount to the estimated future net cash flows expected to result from the use of the assets and their eventual disposition. If estimated undiscounted future net cash flows are less than the carrying amount, the asset is considered impaired and a loss would be recognized based on the amount by which the carrying value exceeds the fair value of the asset.

K. Accounts Payable

The Company purchases significant amounts of inventory each year and records an estimate of the payable based on the purchases as of the balance sheet date and the historic rate of purchase price variances, which is analyzed and adjusted on a quarterly basis. As invoices are received, the Company records adjustments for purchase price variances.

10

L. Stock-based Compensation

On January 1, 2006, the Company adopted the fair value recognition provisions of FASB ASC 718, Compensation-Stock Compensation, (“ASC 718”), using the modified-prospective transition method. Under this method, compensation cost recognized in the years ended December 31, 2009, 2008 and 2007 includes: (a) compensation cost for all share-based payments granted prior to, but not yet vested as of January 1, 2006, based on the grant date fair value estimated and (b) compensation cost for all share-based payments granted subsequent to January 1, 2006, based on the grant-date fair value estimated.

Stock-based compensation expense for the years ended December 31, 2009, 2008, 2007 was $2.4 million, $2.9 million and $1.8 million, respectively. ASC 718 requires the cash flows from the tax benefits resulting from tax deductions in excess of the compensation cost recognized for those share based awards (tax windfalls) to be classified as financing cash flows. Since there was no tax benefit for stock based compensation during the year ended December 31, 2007, there was no impact to the Company’s Statement of Cash Flows after the adoption of ASC 718. For the year ended December 31, 2008, there was $1.1 million tax impact from stock-based compensation. For the year ended December 31, 2009, there was $0.8 million tax impact from stock-based compensation.

M. Income Taxes

The Company accounts for income taxes in accordance with FASB ASC 740, Income Taxes, which requires the recognition of deferred tax assets and liabilities for the expected future tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. ASC 740 requires that a valuation allowance be established when it is more likely than not that some portion or all of a deferred tax asset will not be realized. A full valuation allowance on the net deferred tax asset was recorded as of December 31, 2007 and was reversed in 2008 as discussed in Note 13. A tax provision of $4.2 million was recorded as of December 31, 2009.

N. Advertising

The costs of advertising are expensed as incurred.

O. Fair Value of Financial Instruments

At December 31, 2009 and 2008, the recorded values of financial instruments such as trade receivables, accounts payable and Credit Facility borrowings approximated their fair values based on the short-term maturities of these instruments. As of December 31, 2009 and 2008, the Company believes the carrying amount of its current and long-term lease receivables and financed lease debt approximate their fair value.

P. Equity Investments

Investments in joint ventures and entities over which the Company exercises significant influence but not control are accounted for using the equity method as prescribed by FASB ASC 323-30, Investments — Equity Method and Joint Ventures, Partnerships, Joint Ventures, and Limited Liability Entities, (“ASC 323-30”). Under this method of accounting, which generally applies to investments that represent a 20% to 50% ownership of the equity securities of the entities, the Company’s share of the net earnings or losses of the affiliated entities is included in other income and expenses.

Q. New Accounting Pronouncements

In June 2009, the FASB issued new guidance on accounting for transfers of financial assets, which is included in the Codification under FASB ASC 860, Transfers and Servicing. The guidance removes the concept of a qualifying special-purpose entity and requires enhanced disclosures to provide financial statement users with greater transparency about transfers of financial assets and a transferor’s continuing involvement with transferred financial assets. The guidance must be applied as of the beginning of each reporting entity’s first annual reporting period that begins after November 15, 2009. The adoption of this statement will not impact the Company’s financial position and results of operations.

11

In June 2009, the FASB issued amendments to the accounting and disclosure requirements for the consolidation of variable interest entities, which is included in the Codification under FASB ASC 810, Consolidation. The guidance affects the overall consolidation analysis and requires enhanced disclosures on involvement with variable interest entities. The guidance is effective for fiscal years beginning after November 15, 2009. The adoption of this statement will not impact the Company’s financial position and results of operations.

In October 2009, the FASB issued amendments to the accounting and disclosure for revenue recognition. These amendments, effective for fiscal years beginning on or after June 15, 2010, modify the criteria for recognizing revenue in multiple element arrangements and the scope of what constitutes a non-software deliverable. The guidance relates to the determination of when the individual deliverables included in a multiple-element arrangement may be treated as separate units of accounting and modifies the manner in which the transaction consideration is allocated across the individual deliverables. Also, the guidance expands the disclosure requirements for revenue arrangements with multiple deliverables. This guidance removes tangible products from the scope of the software revenue guidance if the products contain both software and non-software components that function together to deliver a product’s essential functionality and provides guidance on determining whether software deliverables in an arrangement that includes a tangible product are within the scope of the software revenue guidance. The guidance must be applied as of the beginning of each reporting entity’s first annual reporting period that begins after June 15, 2010, and may be applied retrospectively for all periods presented or prospectively to arrangements entered into or materially modified after the adoption date. The Company is currently evaluating the potential impact on its financial position and results of operations.

R. Comprehensive Income

For the years ended December 31, 2009, 2008 and 2007, respectively, the Company had no reportable Comprehensive Income.

12

2. Accounts Receivable

Accounts receivable consists of the following as of December 31 (in thousands):

	2009			2008
Trade accounts receivable	$	143,541		$	153,742
Unbilled trade accounts receivable		32,784			9,795
Lease receivables, net		12,876			14,740
Vendor and other financing receivables		21,291			14,212
Total accounts receivable	$	210,492		$	192,489
Less: Allowance for doubtful accounts		(223	)		(393	)
Sales return allowance		(674	)		(1,356	)
Accounts receivable, net	$	209,595		$	190,740

3. Long-term receivables and other assets

The Company’s long-term receivables and other assets were as follows as of (in thousands):

	2009		2008
Lease and other receivables, net of unearned interest	$	31,572	$	6,987
Equity Investment in EyakTek		7,956		5,261
Other Assets		1,230		1,830
	$	40,758	$	14,078

4. Lease and Other Related Receivables

The Company leases computer hardware, generally under sales-type leases, in accordance with ASC 840. In connection with those leases, the Company sometimes sells related services, software and maintenance to its customers. The terms of the receivables from the sale of these related services are often similar to the terms of the leases of computer hardware; that is, receivables are interest bearing and are often due over a period of time that corresponds with the terms of the leased computer hardware.

The Company recognized revenue of $99.5 million, $85.1 million and $35.6 million for the years ended December 31, 2009, 2008 and 2007, respectively, from sales-type lease and related transactions. Other related receivables include long term receivables for items such as maintenance, services and software. As of December 31, 2009, the Company had current and long-term outstanding lease and other receivables of $63.3 million compared with $33.2 million as of December 31, 2008.

Future minimum payments for lease and other related receivables are as follows as of December 31, 2009 (in thousands):

2010	$	30,040
2011		12,779
2012		11,669
2013		8,856
Thereafter		—
Future minimum payments	$	63,344

13

Lease Receivables

The Company’s investments in sales-type lease receivables were as follows as of December 31 (in thousands):

	2009			2008
Future minimum lease payments receivable	$	10,719		$	14,921
Unguaranteed residual values		—			3,458
Unearned income		(1,039	)		(1,164	)
	$	9,680		$	17,215

Other Related Receivables

The Company’s investment in other receivables was as follows as of December 31 (in thousands):

	2009			2008
Future minimum payments receivable	$	52,625		$	14,802
Unearned income		(2,958	)		(1,479	)
	$	49,667		$	13,323

5. Transferred Receivables and Financed Lease Debt

During the years ended December 31, 2009 and 2008, there were no receivables transferred to third party financing companies. Financing receivables typically have terms from two to four years and are usually collateralized by a security interest in the underlying assets. Though the Company receives cash for the transfer of these receivables, the transfers do not meet the criteria for a sale under ASC 860. As a result, the receivables remain on the Company’s balance sheets and are characterized as financing receivables. As of December 31, 2009 and 2008, such financing receivables were $0.9 million and $9.9 million, respectively and are included in the lease and other related receivables above. The interest income on these receivables is recognized over the terms of the respective agreements as financing revenues, as a majority of transferred receivables are lease receivables. As payments on these receivables are made by our customers directly to the third party financing companies, the related reduction of these receivables and financed lease debt is a non-cash transaction and excluded from the statement of cash flows. These non-cash items totaled $0.8 million, $9.1 million, and $17.6 million for the years ended December 31, 2009, 2008, and 2007, respectively.

The terms of the financed lease debt, which is backed by the transferred receivables, generally correspond to the terms of the underlying receivables, generally two to four years. The financed lease debt had a weighted average interest rate of 7.02%, 6.70% and 7.32% for the years ended December 31, 2009, 2008 and 2007, respectively. The Company recognized $0.2 million, $0.9 million and $1.8 million of financing cost of sales associated with the financed lease debt for the years ended December 31, 2009, 2008 and 2007, respectively.

The maturities of the financed lease debt as of December 31, 2009 are as follows (in thousands):

Year
2010	$	831
2011		—
2012		—
2013		—
2014		—
Total	$	831

For the years ended December 31, 2009, 2008, and 2007 the Company transferred lease and other related receivables to third party financing companies in transactions that met the sale criteria under ASC 860, derecognizing the receivables associated with these transfers resulted in a net gain on these sales in the amount of $6.5 million, $6.0 million and $3.0 million, respectively, which is included in sales and cost of sales in gross on the accompanying consolidated statements of operations.

14

6. Inventory

Inventory (composed of finished goods) is valued at the lower of cost or market. Cost is determined using the average cost method. The Company writes down its inventory for obsolete or excess inventory based on assumptions about future demand and market conditions. For the years ended December 31, 2009, 2008 and 2007, there were no significant charges recorded for obsolete or excess inventory.

7. Depreciable Assets

Depreciable assets are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated using the straight-line method over estimated useful lives. Furniture and equipment useful lives range from three to ten years. Purchased and developed computer software for internal use, including the GTSI Enterprise Resource Management System (“GEMS”), are amortized over expected lives ranging from three to seven years. The useful life for leasehold improvements is the lesser of the term of the lease or the life of the improvement, which range from three to ten years. Costs for maintenance and repairs are charged to expense when incurred. Depreciable assets consist of the following as of December 31 (in thousands):

	2009			2008
Office furniture and equipment	$	7,421		$	16,689
Purchased software for internal use		2,250			7,605
Internally developed software		16,730			16,022
Leasehold improvements		1,268			1,269
		27,669			41,585
Less: accumulated depreciation and amortization		(16,709	)		(27,921	)
Depreciable assets, net	$	10,960		$	13,664

Depreciation expense, including amortization of capitalized software development costs, was $3.9 million, $3.4 million and $3.8 million for the years ended 2009, 2008 and 2007, respectively. Amortization of software costs was $2.8 million in 2009, $2.6 million in 2008 and $2.4 million in 2007. During 2009 and 2008, the Company capitalized $0.9 million and $1.2 million, respectively, of development costs related to GEMS. In addition, during 2009 and 2008, the Company capitalized $0.1 million each year for other purchased software for internal use. The total net book value of capitalized software development costs was $7.6 million and $9.4 million as of December 31, 2009 and 2008, respectively.

As of December 31, 2008, the Company had an impairment loss of $0.1 million under FASB ASC 360, Property, Plant & Equipment. There were no indicators of impairment under FASB ASC 360 during 2009 and 2007.

The Company retired or disposed or a total of $15.1 million of depreciable assets and $15.1 million of related accumulated depreciation as of December 31, 2009.

For the year ended December 31, 2008, the Company retired or disposed of a total of $6.3 million of depreciable assets and $6.1 million of related accumulated depreciation, resulting in a $0.2 million loss on the sale of depreciable assets, which is included in selling, general and administrative expenses. The majority of these retirements and disposals related to the move to the new corporate headquarters.

8. Credit Agreement and Credit Facility

In 2006, the Company entered into a $135 million credit agreement with a group of lenders (the “Credit Facility”). This Credit Facility was terminated on May 27, 2009 and the related unamortized deferred financing costs of $1.5 million were written-off.

On May 27, 2009, we entered into a $135 million credit agreement with Castle Pines Capital LLC (“CPC”) and other lenders (the “Credit Agreement”), which includes inventory financing. The Credit Agreement provides a “vendor and distributor program” under which we receive financing for inventory purchases from several of our largest CPC approved vendors with extended payment terms. The Credit Agreement, which matures on May 27, 2011, carries an interest rate indexed at 1-Month LIBOR plus 300 basis points for revolving loan advances and 1-Month LIBOR plus 350 basis points for floor plan loans. Borrowing under the Credit Agreement at any time is limited to the lesser of (a) $135 million or (b) a collateral-based borrowing base (eligible accounts receivable and inventory balances) less outstanding obligations relating to any borrowings, floor plan loans and stand-by letters of credits.

15

As of December 31, 2009, borrowing capacity and availability under the Credit Agreement was as follows (in thousands):

Total Credit Agreement	$	135,000
Borrowing base limitation		(12,070	)
Total borrowing capacity		122,930
Less: interest-bearing borrowings		—
Less: non-interest bearing advances (floor plan loans)		(34,889	)
Less: letters of credit		(5,138	)
Total unused availability	$	82,903

As of December 31, 2009, the Company had no outstanding loan balance (other than non-interest bearing floor plan loans) under the Credit Agreement and as reflected above, available credit thereunder of $82.9 million.

The Credit Agreement contains customary covenants limiting our ability to, among other things (a) incur debt; (b) make guarantees or grant or suffer liens; (c) repurchase of our common stock for an aggregate purchase price in excess of $5 million, (d) make certain restricted payments (including cash dividends), purchase of other businesses or investments; (e) enter into transactions with affiliates; (f) dissolve, change names, merge or enter into certain other material agreement regarding changes to the corporate entities; (g) acquire real estate; and (h) enter into sales and leaseback transactions.

The financial covenants of the Credit Agreement requires us, among other restrictions, to:

• Maintain Tangible Net Worth not less than or equal to $45 million as dated the end of each fiscal month

• Maintain Ratio of Total Liabilities to Tangible Net Worth not greater than 5.25 to 1.00 as dated the end of each fiscal month

• Maintain Current Ratio not less than (i) 1.20 to 1.00 as of the last business day of the fiscal months of January, February, March, April, May, June, October, November and December and (ii) 1.15 to 1.00 as of the last business day of the fiscal months of July, August and September.

• Maintain minimum Total Debt Service Coverage Ratio of 1.25 to 1.00 as dated the end of each fiscal month

Furthermore, the Credit Agreement contains information covenants requiring the Company to provide the lenders certain information. The Company was in compliance with all financial and informational covenants as set forth in the Credit Agreement as of December 31, 2009. If the Company fails to comply with any material provision or covenant of our Credit Agreement, it would be required to seek a waiver or amendment of covenants.

The Company currently relies on its Credit Agreement as its primary vehicle to finance its operations. If the Company fails to comply with any material provision or covenant of our Credit Agreement, it would be required to seek a waiver or amendment of covenants.

The Company defers loan financing costs and recognizes these costs throughout the term of the loans. The unamortized deferred financing costs of $1.5 million related to the terminated Credit Facility were written-off during the second quarter of 2009 and recorded to interest expense. Also, the Company deferred $0.1 million of loan financing costs related to the new Credit Agreement during the second quarter of 2009. Deferred financing costs as of December 31, 2009 and 2008 were $0.1 million and $2.2 million, respectively.

16

9. Accrued Liabilities

Accrued liabilities consists of the following as of December 31 (in thousands):

	2009		2008
Accrued commissions and bonuses	$	6,113	$	4,154
Accrued income taxes		2,864		—
Future contractual lease obligations		10,079		6,083
Other		7,071		7,620
Total accrued liabilities	$	26,127	$	17,857

10. Stockholders’ Equity

Purchase of Capital Stock

On December 19, 2008, the Board authorized a program for periodic purchases of GTSI common stock over a 24 month period in an aggregate amount not to exceed two million shares. On June 8, 2009, the Board authorized a program for periodic purchases of common stock through May 27, 2011 for an aggregate purchase price not to exceed $5 million (as discussed in Note 8), replacing the stock repurchase program announced in December 2008.

In 2009, under its repurchase program, the Company purchased 122,329 of its common stock throughout the year and in April 2009, the Company purchased 316,861 shares from one seller in a private transaction. In addition, the Company acquired 23,905 shares of its common stock related to restricted stock lapses to cover tax withholdings. The Company did not purchase any of its common stock in 2008, except for 24,041 shares acquired through net share settlements on option exercises. During 2007, the Company did not purchase any of its common stock. In 2009 and 2008, common stock purchased for the Company’s treasury was generally reissued for the employee stock purchase plan, restricted stock award grants and upon the exercise of employee stock options. In 2007, the Company issued newly registered shares to satisfy the employee stock purchase plan, restricted stock award grants, and exercises of employee stock options.

Stock Incentive Plans

The Company has two stockholder approved combination incentive and non-statutory stock incentive plans: the 1994 Stock Option Plan, as amended (“1994 Plan”), and the Amended and Restated 2007 Stock Incentive Plan (“2007 Plan”). These plans provide for the granting of options to employees (both plans) and non-employee directors (only under the 2007 Plan) to purchase up to 300,000 and 4,500,000 shares, respectively, of the Company’s common stock. The 2007 Plan also permits the grant of restricted stock and restricted stock units to its employees and non-employee directors as well as stock appreciation rights (“SARs”). The Company has another stockholder approved plan, the 1997 Non-Officer Stock Option Plan (“1997 Plan”), which provides for the granting of non-statutory stock options to employees (other than officers and directors) to purchase up to 300,000 shares of the Company’s common stock. In addition, GTSI has utilized a vehicle permitted under NASDAQ marketplace rules that allows a company without stockholder approval to offer stock options to prospective employees as an inducement to entering into employment with the company (“Capitalization Vehicle”).

Under the 2007, 1997 and 1994 Plans, options have a term of up to ten years, generally vest over four years and option prices are required to be at not less than 100% of the fair market value of the Company’s common stock at the date of grant and, except in the case of non-employee directors, must be approved by the Board of Directors or its Compensation Committee. Options issued under the Capitalization Vehicle have a term of seven years, vest over four years and option prices equal the fair market value of the Company’s common stock at the date of grant. The vesting period for restricted stock and restricted stock units is determined by the Compensation Committee on an individual award basis. GTSI recognizes stock-based compensation expense for these graded vesting awards on a straight-line basis over the requisite service period for the entire award, which is equal to the vesting period specified in the option agreement.

17

Valuation Assumptions

The fair value of each option award is estimated on the date of grant using a Black-Scholes-Merton option valuation model that uses the assumptions noted in the following table. Expected volatilities are based on the historical volatility of GTSI’s stock over the historical period of time equal to the expected term of the options. The Company uses historical data to estimate option exercises, employee terminations and award forfeitures within the valuation model. The expected term of options granted has been determined based on historical exercise behavior and represents the period of time that options granted are expected to be outstanding. The risk-free interest rate is based on the U.S. Treasury rates at the time of grant that approximates the expected term of the option. The expected dividend assumption is zero as the Company is currently restricted under its Credit Agreement from issuing dividends on its common stock and it does not expect to declare a dividend in the foreseeable future. The fair value of the Company’s stock based option awards to employees was based on the following weighted-average assumptions for the years ended December 31:

	2009			2008			2007
Expected volatility		51.0	%		48.3	%		51.6	%
Expected dividends		—			—			—
Expected term (in years)		5.5			5.0			5.2
Risk free interest rate		2.9	%		2.6	%		4.6	%

Stock Options

A summary of option activity under the Company’s stock incentive plans as of December 31, 2009, 2008 and 2007, and related changes during the years then ended is presented below (in thousands):

						Weighted
				Weighted		Average
				Average		Remaining		Aggregate
				Exercise		Contractual		Intrinstic
	Shares			Price		Term		Value
Outstanding balance at December 31, 2006		2,105		$	7.93
Granted		57		$	10.45
Exercised		(181	)	$	6.23
Forfeited		(89	)	$	7.24
Expired		(110	)	$	10.19
Outstanding balance at December 31, 2007		1,782		$	8.08		4.18	$	3,172
Granted		35		$	5.65
Exercised		(45	)	$	4.88
Forfeited		(33	)	$	8.31
Expired		(91	)	$	9.54
Outstanding balance at December 31, 2008		1,648		$	8.05		3.40	$	261
Granted		400		$	6.40
Exercised		(75	)	$	4.24
Forfeited		(74	)	$	6.64
Expired		(219	)	$	9.62
Outstanding balance at December 31, 2009		1,680		$	7.68		3.83	$	69
Exercisable at December 31, 2009		1,070		$	8.23		2.60	$	69

The weighted-average grant-date fair value of options granted during 2009, 2008 and 2007 was $6.40, $5.65 and $10.45, respectively. The total intrinsic value of options exercised during 2009, 2008 and 2007 was $0.1 million, $0.1 million and $0.9 million, respectively. For the years ended December 31, 2009, 2008 and 2007, stock compensation expense related to stock options was $0.7 million, $0.6 million and $0.7 million, respectively.

A tax benefit of $0.8 million and $1.1 million was recognized in 2009 and 2008, respectively, from the tax impact from stock based compensation. No tax benefit for the exercise of stock options was recognized during 2007.

18

There were no charges for stock-based compensation granted to non-employees in 2009 and 2008. For 2007, the Company recorded charges of less than $0.1 million for stock-based compensation granted to non-employees based on the fair value method.

Restricted Shares

In 2009, the Company issued restricted stock grants of 26,664 shares of the Company’s common stock to the non-employee Board members, which will vest in April 2010, as well as 36,539 shares of restricted stock to employees, scheduled to vest in equal installments over a period of five years from the grant date. During 2008, the Company issued restricted stock grants of 26,664 shares of the Company’s common stock to the non-employee Board members, which vested in April 2009, as well as 17,821 shares of restricted stock to employees that will vest in equal installments over a period of five years from the grant date. During 2007, the Company issued restricted stock grants of 23,331 shares of the Company’s common stock to the non-employee Board members, which vested in April 2008, as well as 347,995 shares of restricted stock to employees that will vest in equal installments over a period of five years from the grant date. Compensation is recognized on a straight-line basis over the vesting period of the grants. During 2009, 2008 and 2007, $0.8 million, $1.1 million and $0.8 million respectively, was recorded as stock compensation expense for restricted stock.

Holders of nonvested restricted stock have similar dividend and voting rights as common stockholders. The fair value of nonvested restricted stock is determined based on the closing trading price of the Company’s shares on the grant date. A summary of the status of the Company’s nonvested shares as of December 31, 2009, 2008 and 2007, and related changes during the years then ended is presented below (in thousands):

				Weighted
				Average
				Grant-Date
	Shares			Fair Value
Nonvested balance at December 31, 2006		68		$	7.47
Granted		371		$	12.14
Vested		(24	)	$	7.37
Forfeited		(37	)	$	11.13
Nonvested balance at December 31, 2007		378		$	11.71
Granted		44		$	7.27
Vested		(89	)	$	12.20
Forfeited		(43	)	$	12.00
Nonvested balance at December 31, 2008		290		$	10.83
Granted		63		$	5.54
Vested		(101	)	$	9.76
Forfeited		(37	)	$	10.13
Nonvested balance at December 31, 2009		215		$	9.91

19

Stock Appreciation Rights (“SARs”)

In 2009, 76,179 SARs were granted as part of the 2007 long term incentive plan. During 2008 and 2007, there were 42,023 and 918,006 SARs granted as part of the 2007 long term incentive plan. All SARs are to be settled in stock. During 2009, 2008 and 2007, $0.9 million, $1.2 million and $0.8 million, respectively was recorded as stock compensation expense for SARs. A summary of SARs activity under the Company’s stock incentive plans as of December 31, 2009, 2008 and 2007, and related changes during the years then ended is presented below (in thousands):

						Weighted
				Weighted		Average
				Average		Remaining		Aggregate
				Exercise		Contractual		Intrinstic
	Shares			Price		Term		Value
Outstanding balance at December 31, 2006		—
Granted		918		$	9.60
Exercised		—
Forfeited		(76	)	$	9.60
Expired		—
Outstanding balance at December 31, 2007		842		$	9.60		4.76	$	219
Granted		42		$	9.60
Exercised		—			—
Forfeited		(112	)	$	9.60
Expired		(14	)	$	9.60
Outstanding balance at December 31, 2008		758		$	9.60		5.09	$	—
Granted		76		$	9.60
Exercised		—			—
Forfeited		(65	)	$	9.60
Expired		(52	)	$	9.60
Outstanding balance at December 31, 2009		717		$	9.60		4.44	$	—
Exercisable at December 31, 2009		250		$	9.60		4.13	$	—

Unrecognized Compensation

As of December 31, 2009, there was $4.8 million of total unrecognized compensation cost related to nonvested stock-based awards, which consisted of unrecognized compensation of $1.2 million related to stock options, $1.5 million related to restricted stock awards and $2.1 million related to SARs. The cost for unrecognized compensation related to stock options, restricted stock awards, and SARs is expected to be recognized over a weighted average period of 2.49 years, 2.26 years and 2.61 years, respectively. During 2009, approximately 361,795 stock option and SAR awards and 101,035 restricted stock awards vested.

Employee Stock Purchase Plan

Under GTSI’s Employee Stock Purchase Plan (“ESPP”), eligible employees may elect to set aside, through payroll deduction, up to 15% of their compensation to purchase Company common stock at 85% of the fair market value of shares of common stock on the last day of the offering period. The maximum number of shares that an eligible employee may purchase during any offering period is equal to 5% of such employee’s compensation for the 12 calendar-month period prior to the commencement of an offering period divided by 95% of the fair market value of a share of common stock on the first day of the offering period. The ESPP is implemented through one offering during each six-month period beginning January 1 and July 1. Prior to July 1, 2008, the ESPP purchase price was 95% of the lower of the fair market value of a share of common stock on the last day of the offering period. No other material changes were made to the plan. The Company uses its treasury shares to fulfill the obligation of both the employee withholding and the discount.

20

The table below summarizes the number of shares purchased by employees under the ESPP during offering periods indicated:

	Number of
	shares		Purchase
Offering period ended	purchased		price
December 31, 2009		46,350	$	4.22
June 30, 2009		34,739	$	4.56
December 31, 2008		42,556	$	5.10
June 30, 2008		16,652	$	7.19
December 31, 2007		16,011	$	9.37
June 30, 2007		9,392	$	12.26

The weighted average fair market value of shares under the ESPP was $4.37 in 2009, $5.69 in 2008 and $10.44 in 2007. GTSI has reserved 1,600,000 shares of common stock for the ESPP, of which 545,418 were available for future issuance as of December 31, 2009.

11. Related Party Transactions

In 2002, GTSI made a $0.4 million investment in Eyak Technology, LLC (“EyakTek”), and assumed a 37% ownership of EyakTek. GTSI also has a designee on EyakTek’s Board of Directors. The investment in EyakTek is accounted for under the equity method and adjusted for earnings or losses as reported in the financial statements of EyakTek and dividends received from EyakTek. In 2003, EyakTek formed a joint venture with GTSI called EG Solutions (“EGS”), which GTSI owned a 49% interest. On September 30, 2007, GTSI sold its 49% interest in EGS to EyakTek for $0.7 million. At December 31, 2009 and 2008, the investment balance for EyakTek was $8.0 million and $5.3 million, respectively, and equity in earnings was $8.3 million and $4.9 million, respectively. The Company recognized sales to EyakTek of $21.9 million, $23.2 million and $32.4 million during 2009, 2008 and 2007 and receivables have been recorded by the Company totaling $14.7 million and $1.1 million as of December 31, 2009 and 2008, respectively. GTSI also receives a fee from EyakTek based on sales from products sold at cost by GTSI to EyakTek and fees recognized by the Company during 2009, 2008, 2007 are $0.3 million, $1.4 million, and $4.2 million, respectively, which are included in sales in the accompanying consolidated statements of operations. The amounts due are included in accounts receivable totaling $0.1 million and $0.3 million for the year ended December 31, 2009 and 2008, respectively.

The following table summarizes EyakTek’s financial information as of and for the year ended December 31 (in thousands):

	Years Ended December 31,
	2009		2008		2007
Revenues	$	408,759	$	273,475	$	228,585
Gross margin	$	42,404	$	31,292	$	20,368
Net income	$	21,707	$	13,044	$	7,005

	December 31,
	2009		2008
Current assets	$	155,094	$	104,069
Noncurrent assets	$	402	$	1,003
Current liabilities	$	134,030	$	93,092
Noncurrent liabilities	$	3	$	77
Member’s equity	$	21,463	$	11,901

12. Earnings (Loss) Per Share

Basic earnings (loss) per share are calculated by dividing net income or loss by the weighted average shares outstanding during the period, which includes shares of restricted stock that are fully vested. Diluted earnings (loss) per share are computed similarly to basic earnings (loss) per share, except that the weighted average shares outstanding are increased to include equivalents, when their effect is dilutive.

21

In periods of net loss, all diluted shares are considered anti-dilutive and are excluded from the calculation. Anti-dilutive employee stock options totaling 296 thousand and restricted stock units totaling 20 thousand have been excluded for 2007.

The following table sets forth the computation of basic and diluted (loss) earnings per share for the years ended December 31 (in thousands except per share amounts):

	2009		2008		2007
Basic earnings (loss) per share:
Net income (loss)	$	5,456	$	7,835	$	(1,767	)
Weighted average shares outstanding		9,706		9,760		9,571
Basic earnings (loss) per share	$	0.56	$	0.80	$	(0.18	)
Diluted earnings (loss) per share:
Net income (loss)	$	5,456	$	7,835	$	(1,767	)
Weighted average shares outstanding		9,706		9,760		9,571
Incremental shares attributable to the assumed exercise of outstanding stock options		56		105		N/A
Weighted average shares and equivalents		9,762		9,865		9,571
Diluted earnings (loss) per share	$	0.56	$	0.79	$	(0.18	)

13. Income Taxes

The (provision) benefit for income taxes consists of the following for the years ended December 31 (in thousands):

	Years Ended December 31,
	2009			2008			2007
Current:
Federal	$	(2,551	)	$	(1,483	)	$	(445	)
State		(132	)		(562	)		(129	)
	$	(2,683	)	$	(2,045	)	$	(574	)
Deferred:
Federal	$	(1,038	)	$	3,179		$	5
State		(488	)		672			1
	$	(1,526	)	$	3,851		$	6
Total income tax (provision) benefit	$	(4,209	)	$	1,806		$	(568	)

22

Deferred income taxes include the net tax effects of net operating loss (“NOL”) carryforwards and tax credits and the net tax effects of temporary differences between the carrying amounts of assets and liabilities and the amounts recorded for income tax purposes. The components of the deferred tax assets and liabilities are as follows as of December 31 (in thousands):

	2009			2008
Deferred tax assets:
Allowance for bad debt	$	72		$	149
Inventory reserves and capitalization		142			297
Reserves		1,772			1,445
Bid and proposal costs		—			3,882
Deferred revenue		884			238
Deferred rent		1,108			471
Stock compensation		2,024			1,659
Sale of receivables		65			140
Net operating losses and tax credits		36			185
Other		76			92
Total deferred tax assets		6,179			8,558
Deferred tax liabilities:
Prepaid expenses and other		(339	)		(482	)
Prepaid bonuses		(500	)		(492	)
Depreciation and amortization		(3,196	)		(3,842	)
Total deferred tax liabilities		(4,035	)		(4,816	)
Valuation allowance		—			—
Net deferred tax assets	$	2,144		$	3,742

As of December 31, 2009, management believes it is more likely than not that the net deferred tax assets will be realized and a valuation allowance is not required. The valuation allowance was $0 at December 31, 2008. The tax benefit recorded during 2008 was due to the reversal of the tax valuation allowance of $4.6 million, partially offset by income tax expense of $2.8 million, primarily attributable to income from continuing operations.

The following is a reconciliation of the statutory U.S. income tax rate to the Company’s effective tax rate for the years ended December 31:

	Years Ended December 31,
	2009			2008			2007
Statutory rate		34.0	%		34.0	%		(34.0	)%
State income taxes, net of federal benefit		5.1			3.4			4.1
Non-deductible executive compensation		—			7.3			—
Non-deductible meals & entertainment costs		1.0			2.4			12.8
Non-deductible club dues		—			—			1.8
Non-deductible accrued incentive costs		0.7			1.2			8.7
Tax Return Adjustments & Other		2.1			0.5			(2.3	)
APIC Tax Shortfall		1.0			—			—
Change in the tax contingency		(0.4	)		(1.2	)		(1.1	)
Effectively settled interest expense — IRS Audit		—			—			14.4
Change in valuation allowance		—			(78.1	)		42.9
Effective tax rate		43.5	%		(30.5	)%		47.3	%

As of December 31, 2009 and 2008, the Company had fully utilized its NOL carryforwards. With the implementation of FASB ASC 718, Compensation — Stock Compensation, the amount of the NOL carryforward related to stock-based compensation expense is not recognized until the stock-based compensation tax deductions reduce taxes payable. Accordingly, the NOL’s reported in gross deferred tax asset do not include the component of the NOL related to excess tax deductions over book compensation cost related to stock-based compensation. The tax benefit from the excess tax benefits from the stock-based compensation of $0.8 million and $1.1 million was recorded to capital in excess of par value for years ended December 31, 2009 and 2008, respectively. At December 31, 2009, the Company had no alternative minimum tax credit carryforward. The Company had an alternative minimum tax credit carryforward of approximately $0.1 million at December 31, 2008, with no expiration date.

23

Tax Uncertainties

Effective January 1, 2007, the Company adopted the provisions of FASB ASC 740, Income Taxes, (“ASC 740”), which applies to all tax positions related to income taxes subject to ASC 740. ASC 740 requires a new evaluation process for all tax positions taken. ASC 740 clarifies accounting for income taxes by prescribing a minimum probability threshold that a tax position must meet before a financial statement benefit is recognized. If the probability for sustaining a tax position is greater than 50%, then the tax position is warranted and recognition should be at the highest amount which would be expected to be realized upon ultimate settlement.

GTSI is subject to U.S. federal income tax as well as income tax of multiple states and local jurisdictions. The statute of limitations related to the consolidated U.S. federal income tax return is closed for all tax years up to and including 2003. The Company completed during 2007 an IRS audit with respect to GTSI’s 2003, 2004 and 2005 tax years. Currently, no state income tax returns are under examination.

The Company’s tax reserves relate to state nexus issues and the state impact of IRS audit adjustments for the 2003 through 2005 tax years. With each year the Company’s tax exposure rolls forward with incremental increases expected based on continued accrual of interest. The Company’s tax liability for unrecognized tax benefits are as follows as of December 31 (in thousands):

	2009			2008			2007
Balance at beginning of the year	$	197		$	236		$	166
Additions for prior year tax positions		5			(21	)		431
Reductions for settlements		(2	)		(2	)		(361	)
Lapses in statute of limitations		(43	)		(16	)		—
Balance at end of the year	$	157		$	197		$	236

GTSI’s practice is to recognize interest and penalties related to uncertain tax positions in income tax expense. The Company had less than $0.1 million accrued for interest and less than $0.1 million accrued for penalties as of December 31, 2008. The Company has less than $0.1 million accrued for interest and less than $0.1 million accrued for penalties as of December 31, 2009. During the year, accrued interest decreased by less than $0.1 million due primarily to the settlement and payment of assessed liabilities. Interest will continue to accrue on certain issues in 2010 and beyond.

It is not anticipated that any increase or decrease during the next 12 months in the amount of unrecognized tax benefits will be material. Further, it is anticipated that the effective tax rate impact of any unrecognized tax benefits will be immaterial.

14. 401(k) Plan

GTSI maintains the Employees’ 401(k) Investment Plan (the “Plan”), a savings and investment plan intended to be qualified under Section 401 of the IRC. All employees of the Company who are at least 21 years of age are eligible to participate. The Plan is voluntary and allows participating employees to make pretax contributions, subject to limitations under IRC, of a percentage (not to exceed 30%) of their total compensation. Effective, January 1, 2008 new hires are automatically enrolled in the 401(k) plan at a 3% deferral rate unless the new hire opts out or selects to increase or decrease their deferral percentage. Employee contributions are fully vested at all times. Employer contributions vest at 20% over five years. GTSI matches employee contributions 50% of the first five percent of eligible pay. In 2009, 2008 and 2007, the Company contributed approximately $1.2 million, $1.1 million and $0.8 million to the Plan, respectively.

24

15. Commitments and Contingencies

Product Warranties

GTSI offers extended warranties on certain products which are generally covered for three or five years beyond the warranty provided by the manufacturer. Products under extended warranty require repair or replacement of defective parts at no cost to the customer. The Company records warranty liabilities at the time of sale for the estimated costs that may be incurred under its extended warranty contracts. The following table summarizes the activity related to product warranty liabilities for the years ended December 31 (in thousands):

	2009			2008
Accrued warranties at beginning of year	$	155		$	284
Charges made against warranty liabilities		(3	)		(22	)
Adjustments to warranty reserves		(3	)		(167	)
Accruals for additional warranties sold		66			60
Accrued warranties at end of year	$	215		$	155

Revenue and cost of sales from extended warranty contracts is recorded as deferred revenue and deferred costs, respectively, and subsequently recognized over the term of the contract. The following table summarizes the activity related to the deferred warranty revenue for the years ended December 31 (in thousands):

	2009			2008
Deferred warranty revenue at beginning of year	$	221		$	130
Deferred warranty revenue recognized		(466	)		(317	)
Revenue deferred for additional warranties sold		1,043			576
Deferred warranty revenue at end of year	$	798		$	389

Lease Commitments

The Company conducts its operations from leased real properties, which include offices and a warehouse. These obligations expire at various dates between 2011 and 2019. In December 2007, the Company executed a lease for a new corporate headquarters. The Company relocated to its new location in November 2008, which has a number of lease options for current and future space commitments under its new 10-year term. This new lease expires in 2019. Most of the leases contain renewal options at inception, some of which have been exercised, as well as escalation clauses, which are recognized on a straight-line basis over the lease term. No leases contain purchase options or restrictions of the Company’s activities concerning dividends, additional debt, or further leasing. Rent expense for 2009, 2008 and 2007 was approximately $4.9 million, $3.2 million and $2.4 million, respectively.

Future minimum lease payments under operating leases that had initial or remaining non-cancelable lease terms in excess of one year as of December 31, 2009 are as follows (in thousands):

2010	$	4,508
2011		4,556
2112		3,889
2013		3,986
2014		4,086
Thereafter		19,291
Total minimum lease payments	$	40,316

Letters of Credit

At December 31, 2008, GTSI was obligated under an operating lease to provide its landlord with a letter of credit in the amount of $0.2 million as a security deposit for all tenant improvements associated with the lease. This letter of credit was cancelled in January 2009 after GTSI moved to the new office space in November 2008.

25

The Company provided a letter of credit in the amount of $2.4 million as of December 31, 2009 and 2008 for the new office space lease signed in December 2007.

As of December 31, 2008, the Company had an outstanding letter of credit in the amount of $1.2 million to guarantee the performance by the Company of its obligations under customer contracts. The letter of credit was amended in February 2009 and increased to $2.7 million as of December 31, 2009.

Employment Agreements

At December 31, 2009, GTSI had an employment agreement with its Chief Executive Officer (also see Note 18 Subsequent Event footnote). This agreement provides for payments of 24 months of base salary plus bonus equal to the previous year’s bonus payments upon termination of employment except for cause. In addition, GTSI has change in control agreements with 14 additional executives and key employees and severance agreements with 8 executives. These arrangements provide for payments of as much as 18 months of total target compensation and continuation of benefits upon the occurrence of specified events. As of December 31, 2009, no accruals have been recorded for these agreements.

Legal Proceedings

The Company is occasionally involved in various lawsuits, claims and administrative proceedings arising in the normal course of business. The Company believes that any liability or loss associated with such matters, individually or in the aggregate, will not have a material adverse effect on the Company’s financial condition or results of operations.

16. Segment Reporting

GTSI engages in business activities as one operating segment that resells hardware and software and provides services primarily to the U. S. Federal Government. The Company’s chief operating decision maker evaluates performance and determines resource allocation based on GTSI’s consolidated sales and operating results.

The following table summarizes the Company’s sales by type for the years ended December 31 (in thousands):

	2009		2008		2007
Hardware	$	495,594	$	585,655	$	529,961
Software		182,372		159,711		111,599
Services		55,625		56,529		59,658
Financing		28,279		19,270		22,247
Total	$	761,870	$	821,165	$	723,465

Major Customers

All of GTSI’s sales are earned from U.S. entities. Sales to multiple agencies and departments of the U.S. Federal Government, either directly or through prime contractors, accounted for approximately 95%, 93% and 90% of the Company’s consolidated sales during 2009, 2008, and 2007, respectively.

26

17. Selected Quarterly Financial Data (unaudited)

The following tables illustrate selected quarterly financial data for 2009 and 2008. GTSI has historically experienced significant seasonal fluctuations in its operations as a result of the U.S. Federal Government buying and funding patterns. Results of any one or more quarters are not necessarily indicative of annual results or continuing trends (in thousands).

	2009
	Q1			Q2			Q3		Q4		Total
Sales	$	144,072		$	164,601		$	209,684	$	243,513	$	761,870
Gross margin		15,663			23,020			28,914		33,855		101,452
Net income (loss)	$	(3,880	)	$	(310	)	$	3,821	$	5,825	$	5,456
Basic earnings (loss) per share	$	(0.39	)	$	(0.03	)	$	0.40	$	0.61	$	0.56
Diluted earnings (loss) per share	$	(0.39	)	$	(0.03	)	$	0.39	$	0.60	$	0.56

	2008
	Q1			Q2			Q3		Q4		Total
Sales	$	142,790		$	159,200		$	257,059	$	262,116	$	821,165
Gross margin		21,406			19,405			34,775		31,767		107,353
Net income (loss) (a)	$	(5,064	)	$	(2,909	)	$	8,227	$	7,581	$	7,835
Basic earnings (loss) per share	$	(0.52	)	$	(0.30	)	$	0.84	$	0.77	$	0.80
Diluted earnings (loss) per share	$	(0.52	)	$	(0.30	)	$	0.83	$	0.77	$	0.79

(a) Net income for the quarter ended December 31, 2008 was positively impacted by the reversal of the tax valuation allowance of $4.6 million, partially offset by income tax expense of $1.5 million and $1.3 million of additional tax expense related to FASB ASC 718, Compensation - Stock Compensation shortfall.

18. Subsequent Events

On January 20, 2010, GTSI announced the retirement of James J. Leto as GTSI’s Chief Executive Officer effective February 15, 2010. Mr. Leto will retire from GTSI’s Board of Directors (the “Board”) as of April 21, 2010. The Board appointed Scott W. Friedlander, the Company’s current President and Chief Operating Officer, to succeed Mr. Leto as Chief Executive Officer upon Mr. Leto’s retirement as Chief Executive Officer on February 15, 2010.

19. Event (Unaudited) Subsequent to the Date of the Independent Auditor’s Report

By letter dated May 24, 2010 the U.S. Small Business Administration (“SBA”) advised Eyak Technology, LLC (“EyakTek”) that its request for a voluntary early graduation from the SBA’s Business Development Program under Section 8(a) of the Small Business Act (“Section 8(a) BD Program”) was approved, effective May 10, 2010. EyakTek’s operating agreement provides that EyakTek shall dissolve and commence winding up and liquidating upon its graduation from the Section 8(a) BD Program, unless EyakTek’s members by an affirmative vote of at least 65% of the membership interests decide to continue EyakTek’s business operations. While GTSI has not yet voted its 37% EyakTek membership interests to continue EyakTek’s business operations such operations have continued since EyakTek’s graduation from the Section 8(a) BD Program and GTSI expects that EyakTek’s members will resolve this matter.

27

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS

None.

ITEM 9A. CONTROLS AND PROCEDURES

An evaluation was carried out under the supervision and with the participation of our management, including the Chief Executive Officer (CEO) and Chief Financial Officer (CFO), of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) as of December 31, 2009. Our disclosure controls and procedures are designed to (i) ensure that information required to be disclosed by us in reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and (ii) is accumulated and communicated to GTSI’s management including our CEO and our CFO, as appropriate to allow timely decisions regarding required disclosures. Based on this evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective as of December 31, 2009.

Management’s Report on Internal Control over Financial Reporting

Management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Our management is required to assess the effectiveness of our internal control over financial reporting as of the end of the fiscal year and report, based on that assessment, whether our internal control over financial reporting is effective.

Our internal control over financial reporting is a process designed 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 in the United States of America (“GAAP”). Management, under the supervision and with the participation of our CEO and CFO, conducted an assessment of the effectiveness of our internal control over financial reporting as of December 31, 2009, based upon the criteria set forth in Internal Control—Integrated Framework established by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on this assessment, management concluded that our internal control over financial reporting was effective as of December 31, 2009.

The effectiveness of the Company’s internal control over financial reporting as of December 31, 2009 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears herein.

Changes in Internal Control over Financial Reporting

Under the supervision and with the participation of management, an evaluation was performed to determine whether there were any changes in our internal control procedures over financial reporting that occurred during the quarter ended December 31, 2009. Based on this evaluation, management determined there were no changes in our internal control over financial reporting that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

ITEM 9B. OTHER INFORMATION

None.

28

PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENTS AND SCHEDULES:

(a) (1) Financial Statements

The consolidated financial statements of GTSI Corp. filed are as follows:

Consolidated Balance Sheets as of December 31, 2009 and 2008

Consolidated Statement of Operations for each of the three years in the period ended December 31, 2009

Consolidated Statements of Changes in Stockholders’ Equity for each of the three years in the period ended December 31, 2009

Consolidated Statements of Cash Flows for each of the three years in the period ended December 31, 2009

Notes to Consolidated Financial Statements

(a) (2)Financial Statement Schedules

The financial statement schedules of GTSI Corp. and subsidiaries filed are as follows:

Schedule II—Valuation and Qualifying Accounts for each of the three years in the period ended December 31, 2009

All other schedules are omitted because they are not applicable, or the required information is shown in the consolidated financial statements or the notes thereto.

(c) Eyak Technology, LLC

The Consolidated Balance Sheets of Eyak Technology, LLC as of December 31, 2009 and 2008 and the related Consolidated Statements of Income, Members’ Equity and Cash Flows for the three years ended December 31, 2009 are being filed. These financial statements are filed in accordance with Rule 3-09 of Regulation S-X.

Exhibits

The exhibits set forth in the Exhibit Index are filed as part of this Form 10-K/A.

29

SIGNATURES

Pursuant to the requirements of Section 13 or 15 (d) 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.

GTSI CORP.
By:	/s/ SCOTT W. FRIEDLANDER
	Scott W. Friedlander
	President and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed on September 10, 2010 by the following persons on behalf of the registrant and in the capacities indicated.

Signature	Title	Date
/s/ SCOTT W. FRIEDLANDER	President and Chief Executive Officer	September 10, 2010
Scott W. Friedlander	(Principal Executive Officer)
/s/ PETER WHITFIELD	Senior Vice President and	September 10, 2010
Peter Whitfield	Chief Financial Officer (Principal Financial and Accounting Officer)

30

GTSI CORP.

VALUATION AND QUALIFYING ACCOUNTS
(In thousands)

SCHEDULE II

	Years Ended December 31,
	2009			2008			2007
Allowance for Doubtful Accounts
Balance at beginning of year	$	393		$	1,001		$	1,612
Additions—charged to expense or other accounts		193			605			1,228
Deductions		(363	)		(1,213	)		(1,839	)
Balance at end of year	$	223		$	393		$	1,001
Sales Return Allowance (1)
Balance at beginning of year	$	1,356		$	4,026		$	6,282
Additions—charged to expense or other accounts		2,147			5,008			4,306
Deductions		(2,829	)		(7,678	)		(6,562	)
Balance at end of year	$	674		$	1,356		$	4,026
Deferred Tax Asset Valuation Allowance
Balance at beginning of year	$	—		$	4,628		$	3,974
Additions—charged to expense or other accounts		—			—			654
Deductions		—			(4,628	)		—
Balance at end of year	$	—		$	—		$	4,628

(1) The sales returns allowance is reported as a reduction of accounts receivable on the consolidated balance sheets.

All other schedules are omitted because the required information is not present or is not present in amount sufficient to require submission of the schedule, or because the information is included in the consolidated financial statements or notes thereto.

31

EXHIBIT INDEX

Exhibit
Number		Description
	3.1	Restated Certificate of Incorporation (1)
	3.2	Bylaws, as amended (2)
	10.1	GTSI Employee’s 401(k) Investment Plan, and amendments No. 1, 2 and 3 thereto (3)
	10.2	Employee Stock Purchase Plan, as amended to date (4)
	10.3	1994 Stock Option Plan, as amended to date (5)
	10.4	Amended and Restated 1996 Stock Incentive Plan (6)
	10.5	1997 Non-Officer Stock Option Plan, as amended to date (7)
	10.6	Lease dated August 11, 1995 between the Company and Security Capital Industrial Trust, and Amendments for distribution center facility (8)
	10.7	Amended and Restated 2007 Stock Incentive Plan (12)
	10.8	Lease dated December 5, 2007 between the Company and SP Herndon Development LP for new headquarters facility (13)
	10.9	Amended 1991 Employee Stock Purchase Plan (16)
	10.10	GTSI Corp. Long Term Incentive Plan * (10)
	10.11	GTSI 2005 Executive Incentive Compensation Plan * (3)
	10.12	Form of GTSI Change in Control Agreement *(3)
	10.13	Form of GTSI Severance Agreement *(11)
	10.14	Amendment to Employment Agreements date June 8, 2007* (14)
	10.15	Employment Agreement dated December 1, 2007 between the Registrant and Scott Friedlander* (15)
	10.16	2008 Short Term Incentive Plan Description* (17)
	10.17	Employment Agreement dated October 29, 2008 between the Registrant and Peter Whitfield* (18)
	10.18	Credit Agreement dated as of May 27, 2009 among Castle Pines Capital LLC, as Administrative Agent and a Lender, Wells Fargo Foothill, LLC as Administrative Agent and Collateral Agent, and GTSI Corp (19)
	10.19	First Amendment to Credit Agreement dated as of May 27, 2009 among GTSI Corp., Castle Pines Capital LLC and Wells Fargo Foothill LLC (19)
	10.20	GTSI’s Board of Directors authorization of common stock repurchase program dated as of June 8, 2009 (20)
	10.21	Change in Control Agreements and amendments to existing employment agreements* (21)
	10.22	Election of Board of Director (22)
	14.1	Code of Ethics (9)
	23.1	Consent of PricewaterhouseCoopers LLP (filed herewith)
	23.2	Consent of Aronson & Company (filed herewith)
	31.1	Section 302 Certification of Chief Executive Officer (filed herewith)
	31.2	Section 302 Certification of Chief Financial Officer (filed herewith)
	32	Section 906 Certification of Chief Executive Officer and Chief Financial Officer (filed herewith)
	99.1	Consolidated Financial Statements for Eyak Technology, LLC for the year ended December 31, 2009, 2008 and 2007 (audited) (filed herewith)

*	Management contracts and compensatory plans and arrangements required to be filed pursuant to Item 15 (c).
(1)	Incorporated by reference to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2000.

32

(2)	Incorporated by reference to the Registrant’s Current Report on Form 8-K dated December 1, 2007.
(3)	Incorporated by reference to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2004.
(4)	Incorporated by reference to the Registrant’s Current Report on Form 8-K dated December 27, 2005.
(5)	Incorporated by reference to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2002.
(6)	Incorporated by reference to Appendix A of the Registrant’s 2005 Proxy Statement.
(7)	Incorporated by reference to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2002.
(8)	Incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q for the period ended September 30, 2004.
(9)	Incorporated by reference to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2003.
(10)	Incorporated by reference to Appendix B of the Registrant’s 2004 Proxy Statement
(11)	Incorporated by reference to the Registrant’s current report on Form 8-K dated April 28, 2006.
(12)	Incorporated by reference to the Registrant’s current report on Form 8-K dated December 5, 2007.
(13)	Incorporated by reference to the Registrant’s current report on Form 8-K dated February 25, 2008.
(14)	Incorporated by reference to the Registrant’s current report on Form 8-K dated June 8, 2007.
(15)	Incorporated by reference to the Registrant’s current report on Form 8-K dated December 1, 2007.
(16)	Incorporated by reference to the Registrant’s current report on Schedule 14A dated March 31, 2008.
(17)	Incorporated by reference to the Registrant’s current report on Form 8-K dated April 23, 2008.
(18)	Incorporated by reference to the Registrant’s current report on Form 8-K dated October 29, 2008.
(19)	Incorporated by reference to the Registrant’s current report on Form 8-K dated May 27, 2009.
(20)	Incorporated by reference to the Registrant’s current report on Form 8-K dated June 12, 2009.
(21)	Incorporated by reference to the Registrant’s current report on Form 8-K dated September 4, 2009.
(22)	Incorporated by reference to the Registrant’s current report on Form 8-K dated November 9, 2009.

33

EX-23.1

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (Nos. 333-29439, 333-62681, 333-78199, 333-44922, 333-59478, 333-88360, 333-112738, 333-117058 and 333-143945) of GTSI Corp. of our report dated March 5, 2010 relating to the financial statements, financial statement schedule and the effectiveness of internal control over financial reporting, which appears in this Form 10-K/A.

/s/ Pricewaterhouse Coopers LLP

McLean, Virginia
September 10, 2010

EX-23.2

Exhibit 23.2

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in the Registration Statements (Form S-8 Nos. 333-29439, 333-62681, 333-78199, 333-44922, 333-59478, 333-88360, 333-112738, 333-117058 and 333-143945) of our report dated March 2, 2010, with respect to the consolidated financial statements of Eyak Technology, LLC and Subsidiary included in the Annual Report (Form 10-K) for the year ended December 31, 2009.

/s/ Aronson & Company

Rockville, Maryland
September 10, 2010

EX-31.1

Exhibit 31.1

Written Certification of Chief Executive Officer

I, Scott W. Friedlander, certify that:

1. I have reviewed this annual report on Form 10-K/A of GTSI Corp.;

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 officer 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 that has materially affected, or is reasonable likely to materially affect, the registrants’ internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based upon our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors:

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: September 10, 2010

/s/ SCOTT W. FRIEDLANDER

Scott W. Friedlander

President and Chief Executive Officer

EX-31.2

Exhibit 31.2

Written Certification of Chief Financial Officer

I, Peter Whitfield, certify that:

1. I have reviewed this annual report on Form 10-K/A of GTSI Corp.;

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 officer 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 that has materially affected, or is reasonable likely to materially affect, the registrants’ internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based upon our most recent evaluation of internal control over financial reporting, to the registrants’ auditors and the audit committee of the registrant’s board of directors:

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: September 10, 2010

/s/ PETER WHITFIELD

Peter Whitfield

Senior Vice President and Chief Financial Officer

EX-32

Exhibit 32

Certification Pursuant to 18 U.S.C. Section 1350,
As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

The undersigned, Scott W. Friedlander, President and Chief Executive Officer of GTSI Corp. (“the Company”) and Peter Whitfield, Senior Vice President and Chief Financial Officer of the Company, certify that the Annual Report on Form 10-K/A for the year ended December 31, 2009 filed by GTSI Corp. with the Securities and Exchange Commission fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and the information contained in the Report fairly presents in all material respects, the financial condition and results of operations of GTSI Corp.

Date: September 10, 2010

/s/ SCOTT W. FRIEDLANDER

Scott W. Friedlander

President and Chief Executive Officer

/s/ PETER WHITFIELD

Peter Whitfield

Senior Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

EYAK TECHNOLOGY, LLC AND SUBSIDIARY
A SUBSIDIARY OF THE EYAK CORPORATION

AUDITED CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009, 2008, AND 2007

	Page
Report of Independent Registered Public Accounting Firm		1
Audited Consolidated Financial Statements
Consolidated Balance Sheets		2-3
Consolidated Statements of Income		4
Consolidated Statements of Members’ Equity		5
Consolidated Statements of Cash Flows		6-7
Notes to Consolidated Financial Statements		8-20

Report of Independent Registered Public Accounting Firm

Board of Directors
Eyak Technology, LLC
Dulles, Virginia

We have audited the accompanying Consolidated Balance Sheets of Eyak Technology, LLC and Subsidiary as of December 31, 2009 and 2008, and the related Consolidated Statements of Income, Members’ Equity, and Cash Flows for each of the three years in the period ended December 31, 2009. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Eyak Technology, LLC and Subsidiary as of December 31, 2009 and 2008, and the consolidated results of their operations and their cash flows for each of the three years in the period ended December 31, 2009 in conformity with accounting principles generally accepted in the United States of America.

Aronson & Company
Rockville, Maryland
March 2, 2010

- 1 -

Eyak Technology, LLC and Subsidiary

Consolidated Balance Sheets

December 31,	2009		2008
Assets
Current assets
Cash and cash equivalents	$	15,022,141	$	4,781,811
Accounts receivable		82,645,419		66,540,663
Inventory		1,767,576		1,678,758
Deferred contract costs		54,056,367		29,731,144
Prepaid expenses and other current assets		1,602,067		1,336,217
Total current assets		155,093,570		104,068,593
Property and equipment, net		178,518		248,388
Other assets
Loans receivable — related parties		—		134,089
Intangible assets, net		99,030		495,269
Deposits		124,844		124,844
Total other assets		223,874		754,202
Total assets	$	155,495,962	$	105,071,183

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

- 2 -

Eyak Technology, LLC and Subsidiary

Consolidated Balance Sheets

	2009		2008
Liabilities and Members’ Equity
Current liabilities
Borrowings under credit facilities	$	5,281,901	$	1,532,272
Accounts payable and accrued expenses		55,921,871		52,549,929
Accounts payable — related party		9,382,706		1,426,146
Financed lease debt		—		1,456,428
Accrued salaries and related liabilities		4,681,870		3,181,121
Deferred revenue		58,761,467		32,946,379
Total current liabilities		134,029,815		93,092,275
Long term liabilities
Deferred rent		3,424		77,445
Total liabilities		134,033,239		93,169,720
Commitments and contingencies
Members’ equity		21,462,723		11,901,463
Total liabilities and members’ equity	$	155,495,962	$	105,071,183

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

- 3 -

Eyak Technology, LLC and Subsidiary

Consolidated Statements of Income

Years Ended December 31,	2009			2008			2007
Revenue
Product revenue	$	155,475,064		$	111,180,182		$	128,950,838
Services revenue		253,284,166			162,294,424			99,634,078
Total revenue		408,759,230			273,474,606			228,584,916
Direct costs
Product direct costs (related party purchases of $21,865,349, $25,840,647, and $68,973,976 in 2009, 2008, and 2007 respectively; see footnote 11)		144,092,270			102,035,599			121,247,302
Services direct costs		222,262,477			140,147,335			86,969,652
Total direct costs		366,354,747			242,182,934			208,216,954
Gross margin on revenue
Product gross margin		11,382,794			9,144,583			7,703,536
Services gross margin		31,021,689			22,147,089			12,664,426
Total gross margin on revenue		42,404,483			31,291,672			20,367,962
Selling, general and administrative costs		20,843,894			18,411,950			12,278,686
Income from operations		21,560,589			12,879,722			8,089,276
Other income (expense)
Interest income		170,616			388,924			153,942
Interest expense		(23,891	)		(224,655	)		(360,837	)
Total		146,725			164,269			(206,895	)
Net income		21,707,314			13,043,991			7,882,381
Net income attributable to noncontrolling interest		—			—			877,843
Net income attributable to parent entity	$	21,707,314		$	13,043,991		$	7,004,538

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

- 4 -

Eyak Technology, LLC and Subsidiary

Consolidated Statements of Members’ Equity

	Noncontrolling						Total Members’
Years Ended December 31, 2009, 2008, and 2007	Interest			Members’ Equity			Equity
Balance, January 1, 2007	$	—		$	3,809,043		$	3,809,043
Distributions		(877,843	)		(2,260,275	)		(3,138,118	)
Net income		877,843			7,004,538			7,882,381
Balance, December 31, 2007	$	—		$	8,553,306		$	8,553,306
Distributions					(9,695,834	)		(9,695,834	)
Net income					13,043,991			13,043,991
Balance, December 31, 2008	$	—		$	11,901,463		$	11,901,463
Distributions					(12,146,054	)		(12,146,054	)
Net income					21,707,314			21,707,314
Balance, December 31, 2009	$	—		$	21,462,723		$	21,462,723

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

- 5 -

Eyak Technology, LLC and Subsidiary

Consolidated Statements of Cash Flows

Years Ended December 31,	2009			2008			2007
Cash flows from operating activities
Net income	$	21,707,314		$	13,043,991		$	7,882,381
Adjustments to reconcile net income to net cash provided (used) by operating activities
Depreciation		123,280			139,543			135,769
Amortization		396,239			132,071			33,018
Bad debt expense		100,000			120,250			64,605
Distribution of profits to noncontrolling interest		—			—			(877,843	)
(Increase) decrease in
Accounts receivable		(17,661,184	)		2,962,612			(48,044,252	)
Inventory		(88,818	)		1,184,869			(2,008,180	)
Deferred contract costs		(24,325,223	)		(16,153,888	)		8,204,574
Prepaid expenses and other assets		(265,850	)		1,502,912			(1,284,632	)
Deposits		—			48,515			(103,777	)
Increase (decrease) in
Accounts payable and accrued expenses		6,826,507			25,029,017			7,632,879
Accounts payable — related party		7,956,560			(11,428,972	)		6,828,980
Accrued salaries and related liabilities		1,500,749			1,599,447			652,635
Deferred revenue		25,815,088			16,596,246			(5,857,585	)
Deferred rent		(74,021	)		(49,887	)		13,159
Net cash provided (used) by operating activities		22,010,641			34,726,726			(26,728,269	)
Cash flows from investing activities
Purchases of property and equipment		(53,410	)		(155,746	)		(160,395	)
Purchase of noncontrolling interest of subsidiary from related party		—			—			(660,358	)
Net repayments from related party		134,089			8,902			2,566
Net cash provided (used) by investing activities		80,679			(146,844	)		(818,187	)

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

- 6 -

Eyak Technology, LLC and Subsidiary

Consolidated Statements of Cash Flows (Continued)

Years Ended December 31,	2009			2008			2007
Cash flows from financing activities
Proceeds from (payments to) credit facilities, net		3,749,629			(23,944,509	)		19,662,502
Proceeds from financed lease debt		—			—			6,625,066
Distributions		(15,600,619	)		(6,241,269	)		(2,260,275	)
Net cash (used) provided by financing activities		(11,850,990	)		(30,185,778	)		24,027,293
Net change in cash and cash equivalents		10,240,330			4,394,104			(3,519,163	)
Cash and cash equivalents at beginning of year		4,781,811			387,707			3,906,870
Cash and cash equivalents at end of year	$	15,022,141		$	4,781,811		$	387,707
Supplemental cash flow information
Interest paid	$	28,592		$	324,727		$	256,046
Accrued distribution payable	$	—		$	3,454,565		$	—

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

- 7 -

Eyak Technology, LLC and Subsidiary

Notes to Consolidated Financial Statements

1. Organization and significant accounting policies	Organization: Eyak Technology, LLC (the “Company” and “Eyaktek”), a subsidiary of The Eyak Corporation, was incorporated on January 2, 2002, under the laws of the State of Delaware. The Company provides communication solutions, information technology solutions, health care services, and architecture and engineering services to government and civilian federal agencies. GTSI Corporation (GTSI) is a 37% member in the Company.
	As of December 31, 2009, the Company is an Alaskan Native owned 8(a) certified contractor under a program administered by the U.S. Small Business Administration (SBA) and will graduate from the 8(a) program in May 2011.
	EG Solutions, LLC (EGS) was formed on January 24, 2006 under the laws of the State of Delaware and provides hardware and software sales and maintenance to the federal government and federal government contractors. EGS operations began during 2007. The Company owned a 51% membership interest and GTSI Corporation was a 49% member in EGS. On September 30, 2007 the Company purchased GTSI’s membership interest in the joint venture for $660,358. This acquisition of the noncontrolling interest in EGS was accounted for under the purchase method. The excess of the purchase price over the net book value of the assets acquired resulted in intangible assets of $660,358 (See Note 6). Under the terms of the purchase agreement, the Company signed a subcontract agreement with GTSI to continue providing services under the First Source Contract for which the joint venture was formed. From September 30, 2007, EGS is a wholly owned subsidiary of Eyaktek.
	Principles of consolidation: The accompanying consolidated financial statements include the accounts of Eyak Technology, LLC and its subsidiary, EG Solutions, LLC (collectively, the Company). All significant intercompany balances and transactions have been eliminated in consolidation.
	Revenue: The Company recognizes revenue when persuasive evidence of a sale arrangement exists, delivery has occurred or services have been rendered, the sales price is fixed or determinable, and collectibility is reasonably assured. The Company recognizes revenue from product sales when title passes to the customer, typically upon delivery. When a customer order contains multiple items such as hardware, software and services which are delivered at varying times, the Company determines whether the delivered items can be considered separate units of accounting. By determining if delivered items have value to the customer on a standalone basis, there is objective and reliable evidence of the fair value of undelivered items, and if delivery of undelivered items is probable and substantially in Eyak Tek’s control.
	Generally, the Company is able to establish fair value for all elements of the arrangement. In these instances, revenue is recognized on each element separately. However, if fair value cannot be established or if the delivered items do not have standalone value to the customer without additional services being provided, the Company recognizes revenue on the contract as a single unit of accounting.

- 8 -

Eyak Technology, LLC and Subsidiary

Notes to Consolidated Financial Statements

In most cases, revenue from hardware and software product sales is recognized when title passes to the customer. Based upon the Company’s standard shipping terms, FOB destination, title passes upon delivery of the products to the customer. However, occasionally Eyak Tek’s customers will request bill-and-hold transactions in situations where the customer does not have space available to receive products or is not able to immediately take possession of products for other reasons, in which case Eyak Tek will store the purchased equipment in its distribution center. The Company only recognizes revenue for bill-and-hold transactions when the goods are complete and ready for shipment, title and risk of loss have passed to the customer, management receives a written request from the customer for bill-and-hold treatment, and the ordered goods are physically segregated in Eyak Tek’s warehouse from other inventory and cannot be used to fulfill other customer orders.

The Company records freight billed to customers as sales and the related shipping costs as cost of sales.

The Company sells products to certain customers under sales-type lease arrangements for terms typically ranging from two to four years. The Company accounts for its sales-type leases by recognizing current and long-term lease receivables, net of unearned income, on the accompanying consolidated balance sheets. The present value of all payments is recorded as sales and the related cost of the equipment is charged to cost of sales. The associated interest is recorded over the term of the lease using the effective interest method.

Eyak Tek transfers these receivables to various financing companies. The transfer of receivables in which the Company surrenders control is accounted for as a sale. To surrender control, the assets must be isolated from the Company, the transferee has the right to pledge or exchange the receivables and the Company must not have an agreement that entitles and obligates it to repurchase the receivables or the ability to unilaterally cause the holder to return specific assets. If the transfer of receivables does not meet the criteria for a sale the transfer is accounted for as a secured borrowing with a pledge of collateral. As a result, the Company has recorded certain transferred receivables and secured borrowings, within accounts receivable and long-term lease receivables, and as financed lease debt on the consolidated balance sheet.

Revenue from fixed-price type service contracts is recognized under the proportional performance method of accounting, with costs and estimated profits included in contract revenue as work is performed. If actual and estimated costs to complete a contract indicate a loss, a provision is made currently for the loss anticipated on the contract. Revenue from time and materials contracts is recognized as costs are incurred at amounts represented by the agreed-upon billing amounts. Occasionally the Company hires third party contractors to carry out service obligations. In this circumstance, revenue is recognized over the performance period.

- 9 -

Eyak Technology, LLC and Subsidiary

Notes to Consolidated Financial Statements

Revenue recognized on contracts for which billings have not been presented to customers at year end is included in the accounts receivable classification on the accompanying consolidated balance sheets.

Payments received in advance of the performance of services are included in the accompanying consolidated balance sheet as deferred revenue.

Cash and cash equivalents: For purposes of financial statement presentation, the Company considers all highly liquid debt instruments with initial maturities of ninety days or less to be cash equivalents. The Company maintains cash balances which may exceed federally insured limits. Management does not believe that this results in any significant credit risk.

Accounts receivable: The Company provides for an allowance for doubtful accounts based on management’s best estimate of possible losses determined principally on the basis of historical experience and specific allowances for known troubled accounts, if needed. All accounts or portions thereof that are deemed to be uncollectible or that require an excessive collection cost are written off to the allowance for doubtful accounts. At December 31, 2009 and 2008 management recorded an allowance of $340,593 and $291,163, respectively, for estimated doubtful accounts.

Marketing assistance fees: The Company has entered into agreements that provide for the payment of marketing assistance funds from certain vendors based on the amount of products sold. These fees are considered to be a reduction of direct costs.

Deferred contract costs: Deferred contract costs consist primarily of amounts paid to third party vendors in support of annual or periodic service agreements directly related to amounts included in deferred revenue at the period end. These annual or periodic service agreements relate to contracts to provide satellite bandwidth; computer and networking hardware maintenance; software support and upgrade rights; and other service agreements. Deferred contract costs are charged to direct costs in the period in which the service is rendered to the customer.

Prepaid expenses: Direct cost payments made to vendors in advance of shipments of products are charged to prepaid expenses in the accompanying consolidated balance sheets. Payments made to vendors in advance of performance of services for indirect costs are charged to prepaid expenses in the accompanying consolidated balance sheets. Prepaid expenses are charged to direct and indirect costs in the period in which the service or product is rendered to the Company.

Inventory: Inventory consists primarily of computer equipment and is stated at the lower of cost or market using the specific identification method. The majority of the Company’s inventory at any time is made up of in-transit inventory. These are products that have been drop shipped by a vendor but not received by the end user prior to period end.

- 10 -

Eyak Technology, LLC and Subsidiary

Notes to Consolidated Financial Statements

Property and equipment: Property and equipment are recorded at the original cost and are being depreciated on a straight-line basis over estimated lives of three to seven years. Leasehold improvements are amortized over the life of the assets or the remaining period of the lease whichever is shorter.

Intangible assets: Intangible assets are recorded at fair value on the date of acquisition and are being amortized over the estimated lives of the identified contracts ranging from one to five years based on the ratio of gross revenue of the contracts over the estimated future revenue of the contracts. Intangible and other long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. In reviewing for impairment, the Company compares the carrying value of the relevant assets to the estimated undiscounted future cash flows expected from the use of the assets and their eventual disposition. When the estimated undiscounted future cash flows are less than their carrying amount, an impairment loss is recognized equal to the difference between the asset’s fair value and its carrying value.

Deferred rent: The Company recognizes the minimum non-contingent rents required under operating leases as rent expense on a straight-line basis over the life of the lease, with differences between amounts recognized as expense and the amounts actually paid recorded as deferred rent on the accompanying consolidated balance sheets.

Income taxes: The Company is taxed as a partnership, and therefore, does not pay Federal and state corporate income taxes since the tax attributes of the Company are reported on the members’ income tax returns. Consequently, no provision for income taxes has been provided in the accompanying consolidated financial statements.

The Company evaluates uncertainty in income tax positions based on a more-likely-than-not recognition standard, effective January 1, 2009. If that threshold is met, the tax position is then measured at the largest amount that is greater than 50% likely of being realized upon ultimate settlement. Prior to January 1, 2009, the Company evaluated uncertain tax positions such that the effects of tax positions were generally recognized in the financial statements consistent with amounts reflected in returns filed, or expected to be filed, with taxing authorities. For tax positions that the Company considered to be uncertain, current and deferred tax liabilities were recognized, or assets derecognized, when it was probable that an income tax liability had been incurred and the amount of the liability was reasonably estimable, or when it was probable that a tax benefit, would be disallowed by a taxing authority.

There was no impact on the financial statements of the adoption of the revised standard for uncertain tax positions. As of December 31, 2009, there are no accruals for uncertain tax positions. If applicable, the Company records interest and penalty as a component of income tax expense. Tax years from January 1, 2006 through the current year remain open for examination by federal and state tax authorities.

- 11 -

Eyak Technology, LLC and Subsidiary

Notes to Consolidated Financial Statements

Use of accounting estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

New accounting pronouncements: The Financial Accounting Standards Board (“FASB”) is the authoritative body for financial accounting and reporting in the United States. On July 31, 2009, the FASB Accounting Standards Codification (“the Codification”) became the authoritative source of accounting principles to be applied to the financial statements of nongovernmental entities prepared in accordance with GAAP. The following is a list of recent pronouncements issued by the FASB:

Noncontrolling Interests in Consolidated Financial Statements: The pronouncement establishes new accounting and reporting standards for the noncontrolling interest in a subsidiary and for the deconsolidation of a subsidiary. It also clarifies that changes in a parent’s ownership interest in a subsidiary that do not result in deconsolidation are equity transactions if the parent retains its controlling financial interest and requires that a parent recognize a gain or loss in net income when a subsidiary is deconsolidated. The gain or loss will be measured using the fair value of the noncontrolling equity investment on the deconsolidation date. Moreover, the pronouncement includes expanded disclosure requirements regarding the interests of the parent and its noncontrolling interest. This statement was adopted by the Company in 2009 and the expanded disclosures have been included for the year ended December 31, 2007.

Business Combinations: This statement significantly changes the accounting for business combinations in a number of areas including the treatment of contingent consideration, pre-acquisition contingencies, transaction costs, restructuring costs and income taxes. This statement applies prospectively to business combinations for which the acquisition date is on or after the beginning of the fiscal year beginning after December 15, 2008. The Company adopted these requirements in 2009 and there is no material impact on the Consolidated Financial Statements of the Company.

Subsequent Events: The pronouncement codifies existing standards of accounting for and disclosures of events that occur after the balance sheet date but before financial statements are issued or are available to be issued. Management adopted the pronouncement in the second quarter of Fiscal 2010. The adoption did not have any impact on the Consolidated Financial Statements.

Revenue Arrangements with Multiple Deliverables: The guidance amends the current revenue recognition guidance for multiple deliverable arrangements. It allows the use of management’s best estimate of selling price for individual elements of an arrangement when vendor specific objective evidence, vendor objective evidence, or third-party evidence is unavailable. Additionally, it eliminates the residual method of revenue recognition in accounting for multiple deliverable arrangements. The guidance is effective for fiscal years beginning on or after June 15, 2010. Management does not expect the adoption of this guidance to have a material impact on the Company’s Consolidated Financial Statements.

- 12 -

Eyak Technology, LLC and Subsidiary

Notes to Consolidated Financial Statements

Revenue Arrangements with Software Elements: The pronouncement modifies the scope of the software revenue recognition guidance to exclude tangible products that contain both software and non-software components that function together to deliver the product’s essential functionality. The pronouncement is effective for fiscal years beginning on or after June 15, 2010. Management does not expect the adoption of this guidance to have a material impact on the Company’s Consolidated Financial Statements.

Variable Interest Entities and Transfers of Financial Assets and Extinguishments of Liabilities: The pronouncement on transfers of financial assets and extinguishments of liabilities removes the concept of a qualifying special-purpose entity and removes the exception from applying variable interest entity accounting to qualifying special-purpose entities. The pronouncements are effective for fiscal years beginning after November 15, 2009. The impact of the required consolidations is not expected to impact the Company’s Consolidated Financial Statements.

Disclosures about Derivative Instruments and Hedging Activities: This statement amends and expands the disclosure requirements for derivative instruments and for hedging activities. This statement is effective for interim periods beginning after November 15, 2008. This statement does not impact current or future disclosures because the Company does not engage in hedging activities nor invest in derivative instruments.

International Accounting Standards: In August 2008, the SEC announced that it will issue for comment a proposed roadmap regarding potential use of International Financial Reporting Standards (“IFRS”) for the preparation of financial statements by U.S. registrants. IFRS are standards and interpretations adopted by the International Accounting Standards Board. Under the proposed roadmap, the Company would be required to prepare financial statements in accordance with IFRS in fiscal year 2014, including comparative information also prepared under IFRS for fiscal 2013 and fiscal 2012. The Company is currently assessing the potential impact of IFRS on its financial statements and will continue to follow the proposed roadmap for future developments.

Subsequent events: Management has evaluated subsequent events for disclosures in these financial statements through March 2, 2010, which is the date the financial statements are available to be issued.

- 13 -

Eyak Technology, LLC and Subsidiary

Notes to Consolidated Financial Statements

2. Accounts receivable Accounts receivable at December 31, 2009 and 2008, consist primarily of amounts collectible from US federal government agencies and prime contractors to the government. The components of accounts receivable are:

	2009			2008
Billed receivables	$	82,986,012		$	63,782,232
Lease receivable, current		—			1,456,428
Unbilled receivables		—			1,593,166
Total		82,986,012			66,831,826
Less: Allowance for doubtful accounts		(340,593	)		(291,163	)
Total	$	82,645,419		$	66,540,663

	Of the total receivables outstanding as of December 31, 2009 and 2008 approximately 33% and 22%, respectively, were outstanding with civilian agencies and approximately 66% and 75%, respectively, with The Department of Defense. There are no receivables assigned as collateral as of December 31, 2009.
3. Transferred receivables and financed lease debt	During 2009 and 2008, the Company sold lease receivables to a related party that met sales criteria in the amount of $8.0M and $4.7M, respectively. These amounts are included in cash flows from operating activities in the consolidated statements of cash flows. For the years ended December 31, 2009 and 2008, the Company derecognized the receivables and related liabilities associated with their transfers and recognized a net gain in the accompanying Consolidated Statements of Income of $89,728 and $147,002 which is included in product revenue on the accompanying Consolidated Statements of Income.
	During the year ended December 31, 2007, rights under a leasing arrangement were transferred to a third party financing company. Though the Company received cash for the transfer of these rights, the transfer did not meet the criteria for a sale. As a result, receivables were reflected on the Company’s consolidated balance sheets. This amount is included in cash flows from financing activities in the consolidated statement of cash flows. As payments on these receivables are made by customers directly to the third party financing companies, the related reduction of these receivables and financed lease debt will be a non-cash transaction and will be excluded from the consolidated statement of cash flows.
	The financed lease debt had an interest rate of 4.09%. The Company recognized $213,531, $199,602, and $46,304 of income associated with the lease for the years ended December 31, 2009, 2008, and 2007, respectively.
	The financed lease debt fully matured on September 30, 2009.

- 14 -

Eyak Technology, LLC and Subsidiary

Notes to Consolidated Financial Statements

4. Prepaid expenses and other current assets Prepaid expenses and other current assets consisted of the following at December 31:

	2009		2008
Prepaid direct contract costs	$	925,532	$	461,789
Prepaid indirect costs		87,203		157,751
Other current assets		589,332		716,677
Total	$	1,602,067	$	1,336,217

5. Property and equipment Property and equipment consist of the following at December 31:

	2009			2008
Furniture, fixtures and equipment	$	583,786		$	621,471
Software		124,817			106,871
Leasehold improvements		30,528			30,528
Total		739,131			758,870
Less: Accumulated depreciation		(560,613	)		(510,482	)
Net	$	178,518		$	248,388

- 15 -

Eyak Technology, LLC and Subsidiary

Notes to Consolidated Financial Statements

6. Intangible assets Intangible assets resulted from the purchase of the noncontrolling interest in EG Solutions, LLC from GTSI Corporation during 2007. Intangible assets consisted of the following at December 31, 2009 and 2008:

	2009					2008					Weighted
			Amortization					Amortization			Average
	Costs		Accumulated			Costs		Accumulated			Life
Contract rights	$	557,330	$	(458,300	)	$	557,330	$	(62,061	)		5
Contract backlog		103,028		(103,028	)		103,028		(103,028	)		1
Total	$	660,358	$	(561,328	)	$	660,358	$	(165,089	)

The intangible assets have no residual value at the end of their useful life. Amortization expense for the years ended December 31, 2009, 2008, and 2007 was $396,239, $132,071, and $33,018, respectively. Estimated amortization expense for the next three years as of December 31, 2009 is as follows:

Year Ending December 31,	Amount
2010		71,134
2011		25,803
2012		2,093

7. Accounts payable and accrued expenses Accounts payable and accrued expenses consisted of the following at December 31:

	2009		2008
Trade payables	$	49,266,370	$	44,666,965
Accrued distribution payable		—		3,454,565
Other accrued expenses		6,655,501		4,428,399
Total	$	55,921,871	$	52,549,929

8. Credit facilities The Company has a financing arrangement with GE Commercial Distribution Finance Corporation (CDF). The arrangement consists of two separate agreements: a Business Financing Agreement (BFA) and an Inventory Financing Agreement (IFA). Under the terms of the agreements, the Company may borrow, between the two facilities, up to a total of $10,000,000 between January 1 and August 31, and $18,000,000 between September 1 and December 31. Amounts are advanced at the discretion of GE. The arrangements are secured by the assets of the Company, are guaranteed by The Eyak Corporation, a 51% owner of the Company, and are due on demand.

- 16 -

Eyak Technology, LLC and Subsidiary

Notes to Consolidated Financial Statements

	The IFA is to be used to purchase inventory from approved vendors. Interest on the IFA portion of the facility varies depending on the terms that GE has with the specific vendor. The Company can obtain advances under the BFA up to the lesser of 85% of eligible receivables, or, the maximum amount of the facility. Interest on the BFA portion of the facility is payable monthly at the London InterBank Offered Rate (LIBOR) plus 2.5%. The weighted average interest rate on outstanding advances at December 31, 2009 and 2008 was 2.73% and 3.58%, respectively.
	The financing arrangements contain certain financial covenants that require the Company to retain at least 35% of its net income on an annual basis and to maintain a ratio of funded debt to EBITDA of not more than 4.5:1 as of September 30 and December 31, and 3.5:1 as of March 31, and June 30. As of December 31, 2009 and 2008 the Company is in compliance with all of the covenants of the credit facility.
	The Company has a “Short Term Accounts Receivable Program” (STAR Agreement) with a finance company. Under the terms of the agreement, the Company may obtain advances on approved customer purchase orders. Interest charges accrue at LIBOR plus 3.50% per annum once the advance has been outstanding for 45 days. No interest accrues for advances outstanding less than 45 days. The Company includes amounts advanced as borrowings under the credit facility in the accompanying consolidated balance sheets. Advances under the agreement are secured by specific accounts receivable of the Company and are due on demand.
	At December 31, 2009 and 2008 borrowings under the credit facilities which were comprised of borrowings under the IFA were $5,281,901 and $1,532,272, respectively.
9. Retirement plan	The Company sponsors a 401(k) tax deferred retirement plan under the Internal Revenue Code to provide retirement benefits for all eligible employees. Participating employees may voluntarily contribute up to limits provided by Internal Revenue Service regulations. Beginning January 1, 2007 the Board of Directors approved an employer match to the 401(k) plan. The Company recorded $176,519, $197,686, and $111,541 in matching contributions for the years ended December 31, 2009, 2008, and 2007, respectively.
10. Operating leases	The Company is obligated, as lessee, under non-cancelable operating leases for office space in Alaska, Virginia and Seoul, South Korea. The minimum payments required under the leases are expensed on a pro rata basis over the term of the leases. The difference between the amounts expensed and the required lease payments is reflected as deferred rent in the accompanying consolidated balance sheets.

- 17 -

Eyak Technology, LLC and Subsidiary

Notes to Consolidated Financial Statements

The following is a schedule by years of future minimum rental payments required under the operating leases that have an initial or remaining non-cancelable lease term in excess of one year as of December 31, 2009:

Year Ending December 31	Rent
2010	$	545,355
2011		590,026
2012		604,770
2013		619,773
2014		635,294
2015		108,512
Total	$	3,103,731

	Total rent expense for the years ended December 31, 2009, 2008, and 2007 was $552,405, $834,660, and $684,619, respectively, net of sublease income in 2008 of $57,240. Due to the growth of the organization, the Company entered into a new office lease during 2007 moving its headquarters to Dulles, Virginia. Included in rent expense at December 31, 2007 is $149,840 representing the Company’s remaining lease obligation for the old headquarters office space, net of expected sublease recoveries and the write off of leasehold improvements. This charge was included in selling, general and administrative costs in the accompanying consolidated statements of income. The remaining liability at December 31, 2008 and 2007 was $138,871 and $139,129, respectively.
	During 2009, the Company was able to sublease the old headquarters office space for a portion of the year at a discounted rate. The Company received $114,480 in sub-lease rental income which was classified as a reduction of rent expense for the year. The Company incurred net rental income of $12,427 in 2009 related to the difference between the rent payment reduced by the sublease income earned for the year, and relief of the accrual discussed in the previous paragraph.
11. Related party transactions	The Company had an unsecured loan to The Eyak Corporation, a 51% member in the Company. Interest was due annually at 3.75% and there were no stated repayment terms. The balance at December 31, 2007 was $9,352. During 2008 and 2007, The Eyak Corporation made payments on the loan of $9,352 and $3,629, respectively.
	During the year ended December 31, 2006, the Company provided assistance to a wholly-owned subsidiary of The Eyak Corporation, Eyak Environmental Sciences, LLC (EES), in the form of managerial governance and project management. In the course of this assistance, the Company paid on behalf of EES operating expenses in the amount of $268,411, which is to be fully reimbursable to the Company by The Eyak Corporation. Additional advances made by the Company during 2008 and 2007 related to EES were $450 and $1,063, respectively. The receivable balance at December 31, 2008 and 2007 was $134,089 and $133,639, respectively. During 2009, The Eyak Corporation repaid the entire balance.
	The Company executed a mentor-protégé agreement with GTSI Corporation, a 37% member in the Company. As part of the mentor-protégé relationship, the Company purchases products offered for resale directly from GTSI. During the years ended December 31, 2009, 2008, and 2007, the Company had $21.9 million, $25.8 million, and $69.0 million, respectively, of related party purchases directly from GTSI in the respective years. The adjusted gross profit margin for these transactions is then split between the Company and GTSI. During 2008, the Company dissolved the mentor-protégé agreement with GTSI Corporation. Subsequent to the dissolution of the mentor-protégé the Company continues to team with GTSI under a subcontract between the two companies.

- 18 -

Eyak Technology, LLC and Subsidiary

Notes to Consolidated Financial Statements

	At December 31, 2009 and 2008, the Company has outstanding accounts payable to GTSI of $9.4 million and $1.4 million, respectively, for purchases of GTSI’s products.
	During 2009 and 2008, the Company sold $8.0 million and $4.7 million, respectively, of lease receivables to GTSI under a Master Purchase Agreement between the two companies.
	During the years ended December 31, 2009, 2008, and 2007, the Company recorded $36,000 of expenses to the Andrews Group, Inc., a Company owned by a member of the Company’s board of directors, for subcontractor services.
	During 2007, the Company leased office space from the Andrews Group in Anchorage, Alaska. Payments were due monthly in the amount of $1,200. During the year ended December 31, 2007 rent expense under this lease was $9,600. During 2007, The Andrews Group sold the property being rented by the Company and the Company was released from their lease.
	During 2007, the Company entered into a new lease for office space in Anchorage, Alaska with Plaza 201 Properties, LLC. Plaza 201 Properties, LLC is owned by one of the partners in Global Technology Group, a twelve percent owner in the Company. Rent expense paid to Plaza 201 Properties, LLC during 2009, 2008 and 2007 was $20,879, $20,124 and $4,193, respectively.
	During 2006, the Company formed a joint venture with GTSI called EG Solutions, LLC (EGS). Under the operating agreement of EGS, the Company owned a fifty-one percent interest and GTSI owned a forty-nine percent interest. During 2007, EGS was awarded its first major contract. Shipments under the contract started in April of 2007. Due to operational challenges, the two entities decided to change their relationship from a joint venture to a more market driven prime — subcontractor relationship. Thus, EGS distributed to GTSI their forty-nine percent share of earnings through September 30, 2007 activity and purchased GTSI’s forty-nine percent of EGS. Distributions made during 2007 to GTSI related to EGS were $877,843. The Company paid GTSI $660,358 for the forty-nine percent ownership and EGS is now a wholly-owned subsidiary of the Company.
12. Commitments and contingencies	The Company derives a substantial portion of its revenue under contracts with the Federal government. These revenues are subject to adjustment upon audit. Management does not expect such adjustments, if any, to have a material effect on the Company’s financial position or results of operations.
	The Company is occasionally involved in various lawsuits, claims, and administrative proceedings arising in the normal course of business. The Company believes that any liability or its loss associated with such matters, individually or in aggregate will not have a material adverse effect on the Company’s financial condition or its results of operations.

- 19 -

13. Subsequent events (Unaudited)

On May 10, 2010, the Company graduated from the Small Business Administration’s business development program under Section 8(a) of the Small Business Act, instead of May 2011, due to the success it had achieved under the support of the program.

On August 4, 2010, the Company received a letter from GTSI stating that GTSI believes the Company’s graduation from the Small Business Administration’s business development program under Section 8(a) of the Small Business Act would constitute a “Dissolution Event” under Section 11.1(a) of the Company’s operating agreement and would require that the holders of at least 65% of the membership interests in the Company vote to continue the Company’s business operations. The Company understood the letter to imply that GTSI believes its control of 37% of the membership interests, if GTSI opposed continuation of the Company’s business operations, would effectively compel the dissolution of the Company.

On August 20, 2010, the Company received another letter from GTSI. This letter states: “We understand that perhaps you misinterpreted our letter to indicate that GTSI was seeking a discussion by the Members that would result in EyakTek ceasing operations. GTSI was not seeking such a discussion by Members. As a Member with a 37% Percentage Interests in EyakTek, GTSI Corp. is keenly interested in convening a Members meeting in September to discuss important governance issues under the Operating Agreement.”

On August 30, 2010, the Company received a letter from GTSI calling a meeting of the Company’s members pursuant to Section 6.3 of the Company’s operating agreement. GTSI requested that a meeting be held during the week of September 7, 2010 for the purpose of discussing, among other things, “the actions necessary by EyakTek to comply with Section 11 of the Operating Agreement” and stated that GTSI is “keenly interested in these important matters being addressed.”

The Company disagrees with GTSI’s interpretation of the relevant provisions of the Company’s operating agreement. While the other members of the Company, who together hold a 63% Percentage Interest, have irrevocably voted to continue the Company’s operations, GTSI has not voted to do so. The Company and the other members, who together hold a 63% Percentage Interest, intend to vigorously oppose any attempt by GTSI to discontinue or interfere with the Company’s operations.

- 20 -