Dice Holdings, Inc. Reports Third Quarter 2008 Results

* Reuters is not responsible for the content in this press release.

Thu Oct 23, 2008 7:00am EDT

-- Revenues increased 4% to $39.6 million

-- Operating income grew 7% to $11.0 million

-- Net income totaled $6.4 million

-- Diluted earnings per share grew 43% to $0.10

-- Cash flow from operations increased 22% to $13.1 million

-- Adjusted EBITDA totaled $17.6 million (See "Notes Regarding the Use of
Non-GAAP Financial Measures")

-- Total debt outstanding reduced by $40 million to $81.5 million

NEW YORK, Oct. 23 /PRNewswire-FirstCall/ -- Dice Holdings, Inc. (NYSE: DHX), a
leading provider of specialized career websites for professional communities,
today reported financial results for the quarter ended September 30, 2008.

Third Quarter Operating Results
Total revenues for the quarter ended September 30, 2008 increased 4% to $39.6
million versus $38.1 million in the comparable quarter of 2007, primarily
driven by increased revenues at the international operations of
eFinancialCareers.

Operating income for the quarter ended September 30, 2008 grew 7% to $11.0
million from $10.3 million in the comparable quarter of 2007, as a result of
higher revenues and lower amortization of intangible assets.

Net income for the quarter ended September 30, 2008 totaled $6.4 million, an
increase of 52% from $4.2 million in the quarter ended September 30, 2007. 
This increase was partially impacted by a lower effective tax rate in the
quarter as a result of changes in the non-U.S. and state statutory rates.  The
Company anticipates its effective tax rate will be approximately 35% in future
periods.

Diluted earnings per share were $0.10 for the quarter ended September 30,
2008, an increase of 43% from $0.07 diluted earnings per share in the quarter
ended September 30, 2007.

Net cash provided by operating activities for the quarter ended September 30,
2008 was $13.1 million, an increase of 22% from $10.8 million in the
comparable quarter of 2007.

Adjusted EBITDA for the quarter ended September 30, 2008 was $17.6 million,
compared with $17.2 million for the third quarter of 2007, an increase of 3%. 
See "Notes Regarding the Use of Non-GAAP Financial Measures."

Operating Segment Results
For the quarter ended September 30, 2008, DCS Online revenues were $27.2
million or 69% of Dice Holdings' consolidated revenues, representing a 2%
increase over the comparable 2007 quarter.  The increase was driven by a
slight increase in average revenue per recruitment package customer at
Dice.com, as well as a 24% increase in revenues at ClearanceJobs.

eFinancialCareers, which accounted for 25% of Dice Holdings' consolidated
revenues in the third quarter of 2008, consists of the eFinancialCareers
operations outside of North America.  For the quarter ended September 30,
2008, eFinancialCareers revenues grew 18% to $9.9 million (or 16% after adding
back the impact of deferred revenue written off in connection with the October
2006 acquisition of eFinancialCareers to the third quarter 2007 results). 
Continental Europe, the Middle East and Asia Pacific each grew substantially
in the quarter.  

The remaining businesses operated by Dice Holdings, which include the
eFinancialCareers operations in North America, JobsintheMoney.com and Targeted
Job Fairs, are reported in the Other category.  Other revenues decreased 19%
to $2.6 million (or 21% after adding back the impact of deferred revenue
written off in connection with the October 2006 acquisition of
eFinancialCareers to the third quarter 2007 results).  The decline was
primarily driven by reduced demand for job fairs and a decrease in revenues at
JobsintheMoney. 


Nine Month Operating Results
Total revenues for the nine months ended September 30, 2008 increased 16% to
$119.5 million, compared to $102.8 million in the comparable period in 2007. 
The increase was driven by solid performance at both eFinancialCareers and
Dice.com.  

By segment, DCS Online revenues increased 9% to $81.7 million for the nine
month period ended September 30, 2008.  In the same period, eFinancialCareers
contributed revenues of $29.6 million, an increase of 48% (or 42% after adding
back the impact of deferred revenue written off in connection with the October
2006 acquisition of eFinancialCareers to the nine months ended September 30,
2007 results).  Other revenues grew 7% to $8.2 million (or decreased 2% after
adding back the impact of deferred revenue written off in connection with the
October 2006 acquisition of eFinancialCareers to the nine months ended
September 30, 2007 results).  

Operating income for the nine months ended September 30, 2008 increased 40% to
$31.6 million from $22.6 million in the comparable period in the prior year. 
Income from continuing operations for the nine months ended September 30, 2008
totaled $17.7 million, an increase of 85% from $9.6 million in the comparable
period of 2007.   Net income for the nine months ended September 30, 2008
increased 33% to $18.2 million from $13.7 million in the comparable period in
the prior year.

For the nine month period ended September 30, 2008, net cash provided by
operating activities increased 31% to $50.2 million compared with $38.2
million for the same period last year. 

Adjusted EBITDA for the nine months ended September 30, 2008 was $51.2
million, compared with $43.9 million for the same period in 2007, an increase
of 17%. See "Notes Regarding the Use of Non-GAAP Financial Measures." 

Balance Sheet
Deferred revenue at September 30, 2008 was $44.9 million compared to $43.9
million at September 30, 2007.  

Net debt, defined as total debt less cash and cash equivalents and marketable
securities, was $21.7 million at September 30, 2008, consisting of total debt
of $100.3 million minus cash and cash equivalents and marketable securities of
$78.6 million.  This compares to a net debt balance of $31.4 million at June
30, 2008, consisting of total debt of $121.7 million minus cash and cash
equivalents and marketable securities of $90.3 million.  The decrease in total
debt was a result of the Company prepaying, in September 2008, $21.4 million
of the term loan portion of its Amended and Restated Credit Facility which
matures in March 2012.

Recent Development
In mid-October 2008, the Company prepaid an additional $18.5 million on the
term loan portion of its Amended and Restated Credit Facility.  As of October
23, 2008, the Company has $81.5 million outstanding under the term loan. 
Additionally, the $75 million revolving credit facility remains undrawn.  

Management Comments
Scot Melland, Chairman, President and Chief Executive Officer, commented
"Given today's challenging economic environment, it will come as no surprise
that recruitment activity is slowing.  However, in the third quarter, we
continued to see success providing access to highly skilled professionals to
our customers.  This is highlighted by our modest growth at Dice and 24%
growth in local currencies at eFinancialCareers' international operations,
including substantial growth in Asia and the Middle East."  Mr. Melland
continued, "As we look ahead to the fourth quarter and 2009, we believe that
market conditions will deteriorate further, which will impact our customer and
billings performance.  However, we are confident in our long term market
opportunity and ability to capitalize on it as economic conditions improve."

Michael Durney, Senior Vice President, Finance and Chief Financial Officer,
noted "The financial model continued to deliver in the third quarter with
Adjusted EBITDA margins of 44% and more than $13 million in free cash flow
generated.  Our model allows us substantial discretion in managing during this
increasingly difficult environment both generating cash flow and continuing to
invest to satisfy our customers."  Mr. Durney added, "We have repaid $40
million of debt using cash generated throughout the year.  Our priorities for
cash deployment remain the same:  looking for investment opportunities, while
actively optimizing our capital structure." 

Business Outlook 
As of October 23, 2008, the Company anticipates the following financial
performance for the quarter and year ending December 31, 2008:  

                                          Quarter ending
                                           December 31,         Fiscal Year
                                               2008                2008

    Total Revenue                         $35.5 - 36.5 mm      $155 - 156 mm
    -------------

    Estimated Contribution by Segment
    ---------------------------------
    DCS Online                                  72%                69%
    eFinancialCareers                           22%                24%
    Other                                        6%                 7%

    Sales & Marketing expense             $12.5 - 13.0 mm    $57.7 - 58.2 mm


    Adjusted EBITDA                       $15.7 - 16.7 mm        $67 - 68 mm


    Depreciation and amortization           $5.1 - 5.2 mm    $20.6 - 20.7 mm
    Non-cash stock compensation expense     $1.4 - 1.5 mm      $5.6 - 5.7 mm
    Interest expense, net                   $1.6 - 1.7 mm      $7.7 - 7.8 mm
    Other expense, net                           -                   $1.0 mm
    Income taxes                            $2.4 - 2.6 mm      $9.3 - 9.5 mm

    Income from continuing operations       $4.5 - 5.0 mm    $22.2 - 22.7 mm

    Adjusted EBITDA Margin                       44 - 45%           43 - 44%

    Fully diluted share count                  65 - 66 mm         65 - 66 mm


Conference Call Information
The Company will host a conference call to discuss third quarter results today
at 8:30 a.m. Eastern Time.  Hosting the call will be Scot W. Melland,
Chairman, President and Chief Executive Officer, and Michael P. Durney, Senior
Vice President, Finance and Chief Financial Officer.

The conference call can be accessed live over the phone by dialing
866-800-8651 or for international callers by dialing 617-614-2704; the
participant passcode is 92705562.  A replay will be available two hours after
the call and can be accessed by dialing 888-286-8010 or 617-801-6888 for
international callers; the replay passcode is 90123936. The replay will be
available until October 30, 2008. The call will also be webcast live from the
Company's website at www.diceholdingsinc.com under the Investor Relations
section. 

Upcoming Event

The Company is pleased to announce its participation in the SunTrust Robinson
Humphrey 2008 Business Services Unconference to be held November 6, 2008 in
New York City.  Mr. Michael Durney, Senior Vice President, Finance and Chief
Financial Officer, will be hosting meetings with investors.  

Investor & Media Contact:
    Jennifer Bewley
    Director, Investor Relations
    Dice Holdings, Inc.
    212.448.4181 | IR@dice.com


About Dice Holdings, Inc.
Dice Holdings, Inc. is a leading provider of specialized career websites for
professional communities, including technology and engineering, capital
markets and financial services, accounting and finance, and security
clearance. Our mission is to help our customers source and hire the most
qualified professionals in select and highly skilled occupations, and to help
those professionals find the best job opportunities in their respective fields
and further their careers. For more than 18 years, we have built our company
by providing our customers with quick and easy access to high-quality, unique
professional communities and offering those communities access to highly
relevant career opportunities and information. Today, we serve multiple
markets primarily in North America, Europe, the Middle East, Asia and
Australia. 

Notes Regarding the Use of Non-GAAP Financial Measures

Dice Holdings, Inc. (the "Company") has provided certain non-GAAP financial
information as additional information for its operating results.  These
measures are not in accordance with, or an alternative for, generally accepted
accounting principles in the United States ("GAAP") and may be different from
non-GAAP measures reported by other companies.  The Company believes that its
presentation of non-GAAP measures, such as adjusted earnings before interest,
taxes, depreciation, amortization, non-cash stock based compensation expense,
non-cash impairment of intangible assets and add back of deferred revenue
written off ("Adjusted EBITDA"), free cash flow and net debt, provides useful
information to management and investors regarding certain financial and
business trends relating to its financial condition and results of operations.
 In addition, the Company's management uses these measures for reviewing the
financial results of the Company and for budgeting and planning purposes.

Adjusted EBITDA
Adjusted EBITDA is a metric used by management to measure operating
performance.  Management uses Adjusted EBITDA as a performance measure for
internal monitoring and planning, including preparation of annual budgets,
analyzing investment decisions and evaluating profitability and performance
comparisons between us and our competitors.  The Company also uses this
measure to calculate amounts of performance based compensation under the
senior management incentive bonus program.  Adjusted EBITDA, as defined in our
Amended and Restated Credit Facility, represents net income (loss) before
interest expense, interest income, income tax expense, depreciation and
amortization, non-cash stock compensation expense, extraordinary or
non-recurring non-cash income or expense, and to add back the deferred
revenues written off in connection with the eFinancialCareers acquisition
purchase accounting adjustments.

We consider Adjusted EBITDA, as defined above, to be an important indicator to
investors because it provides information related to our ability to provide
cash flows to meet future debt service, capital expenditures and working
capital requirements and to fund future growth as well as to monitor
compliance with financial covenants.  We present Adjusted EBITDA as a
supplemental performance measure because we believe that this measure provides
our board of directors, management and investors with additional information
to measure our performance, provide comparisons from period to period and
company to company by excluding potential differences caused by variations in
capital structures (affecting interest expense) and tax positions (such as the
impact on periods or companies of changes in effective tax rates or net
operating losses), and to estimate our value. 

We present this discussion of Adjusted EBITDA because covenants in our Amended
and Restated Credit Facility contain ratios based on this measure.  Our
Amended and Restated Credit Facility is material to us because it is one of
our primary sources of liquidity.  If our Adjusted EBITDA were to decline
below certain levels, covenants in our Amended and Restated Credit Facility
that are based on Adjusted EBITDA may be violated and could cause, among other
things, an inability to incur further indebtedness and in certain
circumstances a default or mandatory prepayment under our Amended and Restated
Credit Facility.

Adjusted EBITDA is not a measurement of our financial performance under GAAP
and should not be considered as an alternative to net income, operating income
or any other performance measures derived in accordance with GAAP or as an
alternative to cash flow from operating activities as a measure of our
profitability or liquidity. 

Free Cash Flow
We define free cash flow as net cash provided by operating activities from
continuing operations minus capital expenditures. We believe free cash flow is
an important non-GAAP measure as it provides useful cash flow information
regarding our ability to service, incur or pay down indebtedness or repurchase
our common stock.  We use free cash flow as a measure to reflect cash
available to service our debt as well as to fund our expenditures.  A
limitation of using free cash flow versus the GAAP measure of net cash
provided by operating activities is that free cash flow does not represent the
total increase or decrease in the cash balance from operations for the period
since it excludes cash used for capital expenditures during the period. 
Net Debt 
Net Debt is defined as total debt less cash and cash equivalents and
marketable securities. We consider net debt to be an important measure of
liquidity and an indicator of our ability to meet ongoing obligations.  We
also use net debt, among other measures, in evaluating our choices for capital
deployment.  Net Debt presented herein is a non-GAAP measure and may not be
comparable to similarly titled measures used by other companies.
Forward-Looking Statements
This press release contains forward-looking statements. You should not place
undue reliance on those statements because they are subject to numerous
uncertainties and factors relating to our operations and business environment,
all of which are difficult to predict and many of which are beyond our
control. Forward-looking statements include information concerning our
possible or assumed future results of operations, including descriptions of
our business strategy. These statements often include words such as "may,"
"will," "should," "believe," "expect," "anticipate," "intend," "plan,"
"estimate" or similar expressions.  These statements are based on assumptions
that we have made in light of our experience in the industry as well as our
perceptions of historical trends, current conditions, expected future
developments and other factors we believe are appropriate under the
circumstances. Although we believe that these forward-looking statements are
based on reasonable assumptions, you should be aware that many factors could
affect our actual financial results or results of operations and could cause
actual results to differ materially from those in the forward-looking
statements.  These factors include, but are not limited to, competition from
existing and future competitors, failure to maintain and develop our
reputation and brand recognition, failure to increase or maintain the number
of customers who purchase recruitment packages, cyclicality or downturns in
the economy or industries we serve, and the failure to attract qualified
professionals or grow the number of qualified professionals who use our
websites.  These factors and others are discussed in more detail in the
Company's filings with the Securities and Exchange Commission, including our
Annual Report on Form 10-K for the fiscal year ended December 31, 2007, under
the headings "Risk Factors," "Forward-Looking Statements" and "Management's
Discussion and Analysis of Financial Condition and Results of Operations" and
our quarterly reports on Form 10-Q all of which are available on the Investor
Relations page of our website at www.diceholdingsinc.com.
You should keep in mind that any forward-looking statement made by us herein,
or elsewhere, speaks only as of the date on which we make it. New risks and
uncertainties come up from time to time, and it is impossible for us to
predict these events or how they may affect us. We have no obligation to
update any forward-looking statements after the date hereof, except as
required by federal securities laws. 

                                             DICE HOLDINGS, INC.
                               CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                                (Unaudited)
                                   (in thousands except per share amounts)

                                          For the three       For the nine
                                          months ended        months ended
                                          September 30,       September 30,
                                          2008      2007      2008     2007

      Revenues                           $39,642  $38,089  $119,492  $102,836

      Operating expenses:
           Cost of revenues                2,558    2,443     7,459     6,215
           Product development             1,183    1,178     3,527     3,140
           Sales and marketing            14,350   13,469    45,151    40,480
           General and
            administrative                 5,362    5,213    16,274    13,573
           Depreciation                      965      827     2,786     2,148
           Amortization of intangible
            assets                         4,186    4,661    12,665    14,662
                 Total operating
                  expenses                28,604   27,791    87,862    80,218
      Operating income                    11,038   10,298    31,630    22,618
      Interest expense                    (2,441)  (3,387)   (7,609)  (10,027)
      Interest income                        528      371     1,502       527
      Other income (expense)                 135        -      (974)        -
      Income from continuing
          operations before income taxes   9,260    7,282    24,549    13,118

      Income tax expense                   2,889    2,779     6,861     3,561

      Income from continuing
           operations                      6,371    4,503    17,688     9,557

       Discontinued operations:
            Income (loss) from
             discontinued operations           -     (460)      519    (1,301)
            Income tax (expense)
             benefit from discontinued
             operations                        -      154         -     5,310
            Minority interest in net
             loss of subsidiary                -        -         -       121
       Income (loss) from discontinued
         operations, net of tax                -     (306)      519     4,130


      Net income                           6,371    4,197    18,207    13,687
      Convertible preferred stock
       dividends                               -        -         -  (107,718)
      Income (loss) attributable to
       common stockholders                $6,371   $4,197   $18,207  $(94,031)


      Basic earnings (loss)
        per share:

      From continuing operations          $0.10    $0.07     $0.28    $(5.82)
      From discontinued operations            -    (0.01)     0.01      0.24
                                          $0.10    $0.06     $0.29    $(5.58)
      Weighted average basic shares
        outstanding                      62,204   49,873    62,188    16,868

      Diluted earnings (loss) per
        share:

      From continuing operations          $0.10    $0.07     $0.27    $(5.82)
      From discontinued operations            -        -      0.01      0.24
                                          $0.10    $0.07     $0.28    $(5.58)


      Weighted average diluted
        shares outstanding               65,836   64,401    65,595    16,868



                                      DICE HOLDINGS, INC.
                      CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                         (Unaudited)
                                       (in thousands)

                                           For the three      For the nine
                                           months ended       months ended
                                           September 30,      September 30,
                                           2008      2007    2008      2007

      Cash flows provided by operating
       activities:
           Net income                     $6,371   $4,197  $18,207   $13,687

      Adjustments to reconcile net income
       to net cash provided by operating
       activities:
           Depreciation                      965      827    2,786     2,148
           Amortization                    4,186    4,661   12,665    14,662
           Deferred income taxes           1,233    1,720    1,422    (1,496)
           Gain on sale of joint venture       -        -     (611)        -
           Amortization of deferred
            financing costs                  209      202      625       538
           Share based compensation        1,442    1,138    4,167     2,920
           (Gain) loss on interest rate
            hedges                          (135)       -      974         -
      Changes in operating assets and
       liabilities:
           Accounts receivable             2,757   (2,839)   6,585    (1,420)
           Prepaid expenses and other
            assets                          (310)     139     (359)   (1,362)
           Accounts payable and accrued
            expenses                        (327)     506    1,422      (683)
           Income taxes payable              556      950    2,993        59
           Deferred revenue               (3,825)     (66)    (751)    9,288
           Other, net                         22     (648)      58      (150)


      Net cash provided by operating
       activities                         13,144   10,787   50,183    38,191


      Cash flows provided by (used for)
       investing activities:
           Purchases of fixed assets        (893)  (1,048)  (3,043)   (2,572)
           Purchases of marketable
            securities                   (22,274)       -  (49,197)     (200)
           Maturities and sales of
            marketable securities         29,593      200   40,988       400
           Other, net                          -        -        -       (32)

      Net cash provided by (used for)
       investing activities                6,426     (848) (11,252)   (2,404)

      Cash flows provided by (used for)
       financing activities:
           Proceeds from long-term debt        -        -        -   113,000
           Payments on long-term debt    (21,400) (55,300) (24,100)  (77,300)
           Dividends paid on convertible
            preferred stock                    -        -        -  (107,718)
           Dividends paid on common stock      -        -        -      (180)
           Payments to holders of vested
            stock options in lieu of
            dividends                          -        -        -    (4,602)
           Financing costs paid                -       (7)       -    (2,246)
           Proceeds from initial public
            offering                           -   81,003        -    81,003
           Payment of costs related to
            initial public offering            -     (981)    (354)   (1,437)
           Proceeds from stock option
            exercises                         49       89       58        89
           Other                               -        -        -      (175)
      Net cash provided by (used for)
       financing activities              (21,351)  24,804  (24,396)      434

      Net cash provided by (used for)
       operating activities of
       discontinued operations                 -      203     (409)      583
      Net cash used for investing
       activities of discontinued
       operations                              -        -        -        (6)
      Net cash provided by (used for)
       discontinued operations                 -      203     (409)      577

      Effect of exchange rate changes     (2,574)      29   (1,334)      154



      Net change in cash and cash
       equivalents for the period         (4,355)  34,975   12,792    36,952
      Cash and cash equivalents,
       beginning of period                74,672    7,661   57,525     5,684

      Cash and cash equivalents, end of
       period                            $70,317  $42,636  $70,317   $42,636



                                    DICE HOLDINGS, INC.
                           CONDENSED CONSOLIDATED BALANCE SHEETS
                                       (Unaudited)
                                     (in thousands)

                   ASSETS                       September 30,   December 31,
                                                      2008         2007

     Current assets
            Cash and cash equivalents               $70,317      $57,525
            Marketable securities                     8,289          150
            Accounts receivable, net                 11,911       19,112
            Deferred income taxes - current           5,386       13,750
            Prepaid and other current assets          2,159        2,582
            Current assets of
              discontinued operations                     -          195

                  Total current assets               98,062       93,314

           Fixed assets, net                          5,968        5,768
           Acquired intangible assets, net           64,848       78,572
           Goodwill                                 154,454      159,773
           Deferred financing costs, net              2,916        3,541
           Other assets                                 299          484
           Non-current assets of
             discontinued operations                      -          135



                 Total assets                      $326,547     $341,587



               LIABILITIES AND STOCKHOLDERS' EQUITY
      Current liabilities
             Accounts payable and accrued
              expenses                              $12,654      $11,971
             Deferred revenue                        44,854       46,230
             Current portion of
              long-term debt                          1,000        2,850
             Income taxes payable                     5,154        3,697
             Current liabilities of
              discontinued operations                     -        1,404

                  Total current liabilities          63,662       66,152

             Long-term debt                          99,300      121,550
             Deferred income taxes -
              non-current                            19,184       26,256
             Interest rate hedge liability              649            -
             Other long-term liabilities              6,555        7,002



                  Total liabilities                 189,350      220,960



      Total stockholders' equity                    137,197      120,627



                    Total liabilities and
                     stockholders' equity          $326,547     $341,587
                                                                         




Supplemental Information and Non-GAAP Reconciliations

On the pages that follow, the Company has provided certain supplemental
information that we believe will assist the reader in assessing our business
operations and performance, including certain non-GAAP financial information
and required reconciliations to the most comparable GAAP measure.  Historical
results for each quarter of 2006 and 2007 can be found at our website
www.diceholdingsinc.com under the Investor Relations section.  Supplemental
schedules provided include:

Quarterly Adjusted EBITDA Reconciliation
A reconciliation of Adjusted EBITDA for the quarter and nine months ended
September 30, 2008 and 2007 is provided.  This information provides the reader
with the information we believe is necessary to analyze the Company. 

Quarterly Supplemental Data and Certain Non-GAAP Reconciliations
On this schedule, the Company provides certain non-GAAP information for the
quarter and nine months ended September 30, 2008 and 2007 that we believe is
useful to understanding the business operations of the Company, namely,
Adjusted Revenues By Segment, which reflects historical revenues adjusted for
the addition of deferred revenue that was previously written off as part of
purchase accounting adjustments related to the eFinancialCareers acquisition. 



                                    DICE HOLDINGS, INC.
                         QUARTERLY ADJUSTED EBITDA RECONCILIATIONS
                                      (Unaudited)
                                    (in thousands)

                                                For the           For the
                                              three months      nine months
                                                 ended             ended
                                             September 30,      September 30,
                                            2008       2007     2008    2007

     Reconciliation of Net Income to
      Adjusted EBITDA:
     Net income                             $6,371   $4,197  $18,207  $13,687
             Discontinued operations             -      306     (519)  (4,130)
             Interest income                  (528)    (371)  (1,502)    (527)
             Interest expense                2,441    3,387    7,609   10,027
             Income tax expense              2,889    2,779    6,861    3,561
             Depreciation                      965      827    2,786    2,148
             Amortization of
               intangible assets             4,186    4,661   12,665   14,662
             Non-cash stock
               compensation expense          1,442    1,138    4,167    2,920
             Other (income) expense           (135)       -      974        -
             Deferred revenue
               adjustment                        -      248        -    1,524
     Adjusted EBITDA                       $17,631  $17,172  $51,248  $43,872

     Reconciliation of Operating Cash
      Flows to Adjusted EBITDA:
     Net cash provided by operating
      activities                           $13,144  $10,787  $50,183  $38,191
             Interest expense                2,441    3,387    7,609   10,027
             Interest income                  (528)    (371)  (1,502)    (527)
             Income tax expense              2,889    2,779    6,861    3,561
             Deferred income taxes          (1,233)  (1,720)  (1,422)   1,496
             Change in accounts
               receivable                   (2,757)   2,839   (6,585)   1,420
             Change in deferred revenue      3,825       66      751   (9,288)
             Changes in working capital         59     (947)  (4,114)   2,136
             Deferred financing
               costs                          (209)    (202)    (625)    (538)
             Adjustments for cash
               flows from discontinued
               operations                        -      306     (519)  (4,130)
              Gain on discontinued
               operations                        -        -      611        -
              Deferred revenue adjustment        -      248        -    1,524
     Adjusted EBITDA                       $17,631  $17,172  $51,248  $43,872




                                  DICE HOLDINGS, INC.
             NON-GAAP RECONCILIATIONS AND QUARTERLY SUPPLEMENTAL DATA
                                    (Unaudited)
                 (dollars in thousands except per customer data)

                                           For the three      For the nine
                                           months ended       months ended
                                           September 30,      September 30,
                                           2008     2007     2008      2007

    Reconciliation of GAAP Reported
     Revenue by Segment to Adjusted
     Revenue by Segment
    DCS Online:
       Reported Actual                  $27,199  $26,557   $81,695   $75,141
    DCS Online                           27,199   26,557    81,695    75,141

    eFinancialCareers:
       Reported Actual                    9,862    8,349    29,563    19,991
       Deferred Revenue Adjustment (1)        -      147         -       827
    eFinancialCareers                     9,862    8,496    29,563    20,818

    Other:
       Reported Actual                    2,581    3,183     8,234     7,704
       Deferred Revenue Adjustment (1)        -      101         -       697
    Other                                 2,581    3,284     8,234     8,401


    Consolidated:
       Reported Actual                  $39,642  $38,089  $119,492  $102,836
       Deferred Revenue Adjustment (1)        -      248         -     1,524
    Total Adjusted Revenue              $39,642  $38,337  $119,492  $104,360

    Percentage of  Adjusted Revenue
      by Segment
    DCS Online                             68.6%    69.3%     68.4%     72.0%
    eFinancialCareers                      24.9%    22.2%     24.7%     19.9%
    Other                                   6.5%     8.6%      6.9%      8.0%
                                          100.0%   100.0%    100.0%    100.0%

    Sales and Marketing Expense         $14,350  $13,469   $45,151   $40,480
    Sales and Marketing Expense as a
     Percentage of :

       Actual Revenue                      36.2%    35.4%     37.8%     39.4%
       Adjusted Revenue                    36.2%    35.1%     37.8%     38.8%

    Adjusted EBITDA                     $17,631  $17,172   $51,248   $43,872
    Adjusted EBITDA Margin                 44.5%    44.8%     42.9%     42.0%

    Dice.com Recruitment Package
     Customers
    Beginning of period                   8,950    8,800     8,700     7,600
    End of period                         8,800    9,000     8,800     9,000

    Dice.com Average Monthly Revenue
     per Recruitment Package
     Customer (2)                          $849     $839     n.a.      n.a.

    Net cash provided by operating
     activities                         $13,144  $10,787   $50,183   $38,191
    Purchases of fixed assets              (893)  (1,048)   (3,043)   (2,572)
    Free Cash Flow                      $12,251   $9,739   $47,140   $35,619

    Deferred Revenue (end of period)    $44,854  $43,871     n.a.      n.a.






Segment Definitions:
DCS Online:  Dice.com and ClearanceJobs
eFinancialCareers:  eFinancialCareers worldwide, excluding North America
Other:  eFinancialCareers (North America), Targeted Job Fairs, JobsintheMoney
 
(1) Deferred revenue adjustments are related to deferred revenue written off
in application of purchase accounting.  See discussion at "Supplemental
Information and Non-GAAP Reconciliations."
(2) Reflects simple average of three months in each quarterly period.







SOURCE  Dice Holdings, Inc.

Jennifer Bewley, Director, Investor Relations, Dice Holdings, Inc.,
+1-212-448-4181, IR@dice.com
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