UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

þ

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

FOR THE QUARTERLY PERIOD ENDED FEBRUARY 28, 2007

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

FOR THE TRANSITION PERIOD FROM                                        TO

ACCENTURE LTD

Bermuda		98-0341111
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

Canon’s Court
22 Victoria Street
Hamilton HM 12, Bermuda
(Address of principal executive offices)

(441) 296-8262
(Registrant’s telephone number, including area code)

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

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

Large accelerated filer þ       Accelerated filer o       Non-accelerated filer o

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

     The number of shares of the registrant’s Class A common shares, par value $0.0000225 per share, outstanding as of March 22, 2007 was 593,594,463 (which number does not include 33,038,532 issued shares held by subsidiaries of the registrant). The number of shares of the registrant’s Class X common shares, par value $0.0000225 per share, outstanding as of March 22, 2007 was 184,901,041.

 

 

ACCENTURE LTD

INDEX

				Page
Part I.		Financial Information			3
Item 1.		Financial Statements			3
		Consolidated Balance Sheets as of February 28, 2007 (Unaudited) and August 31, 2006			3
		Consolidated Income Statements (Unaudited) for the three and six months ended February 28, 2007 and 2006			4
		Consolidated Shareholders’ Equity and Comprehensive Income Statements (Unaudited) for the six
		months ended February 28, 2007			5
		Consolidated Cash Flows Statements (Unaudited) for the six months ended February 28, 2007 and 2006			6
		Notes to Consolidated Financial Statements (Unaudited)			7
Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations			16
Item 3.		Quantitative and Qualitative Disclosures About Market Risk			32
Item 4.		Controls and Procedures			32
Part II.		Other Information			32
Item 1.		Legal Proceedings			32
Item 1A.		Risk Factors			33
Item 2.		Unregistered Sales of Equity Securities and Use of Proceeds; Issuer Purchases of Equity Securities			33
Item 3.		Defaults upon Senior Securities			34
Item 4.		Submission of Matters to a Vote of Security Holders			35
Item 5.		Other Information			35
Item 6.		Exhibits			35
Signatures

PART I — FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

ACCENTURE LTD

CONSOLIDATED BALANCE SHEETS
February 28, 2007 and August 31, 2006
(In thousands of U.S. dollars, except share and per share amounts)

		February 28,				August 31,
		2007				2006
		(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents		$	2,959,939			$	3,066,988
Short-term investments			182,007				352,951
Receivables from clients, net of allowances of $43,096 and $48,069, respectively			2,287,482				1,916,450
Unbilled services			1,448,924				1,350,211
Deferred income taxes, net			232,155				187,720
Other current assets			446,830				479,501
Total current assets			7,557,337				7,353,821
NON-CURRENT ASSETS:
Unbilled services			83,756				105,081
Investments			99,183				125,119
Property and equipment, net of accumulated depreciation of $1,523,201 and $1,359,978, respectively			714,469				727,692
Goodwill			504,543				527,648
Deferred income taxes, net			429,104				392,211
Other non-current assets			165,967				186,508
Total non-current assets			1,997,022				2,064,259
TOTAL ASSETS		$	9,554,359			$	9,418,080
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES:
Short-term bank borrowings		$	1,502			$	2,218
Current portion of long-term debt			23,507				22,574
Accounts payable			832,583				856,087
Deferred revenues			1,726,099				1,511,259
Accrued payroll and related benefits			1,840,763				1,693,796
Income taxes payable			843,678				722,096
Deferred income taxes, net			29,372				49,870
Other accrued liabilities			778,038				958,582
Total current liabilities			6,075,542				5,816,482
NON-CURRENT LIABILITIES:
Long-term debt			4,249				27,065
Retirement obligation			520,517				492,555
Deferred income taxes, net			20,781				16,880
Other non-current liabilities			238,046				302,965
Total non-current liabilities			783,593				839,465
COMMITMENTS AND CONTINGENCIES
MINORITY INTEREST			771,105				867,878
SHAREHOLDERS’ EQUITY:
Preferred shares, 2,000,000,000 shares authorized, zero shares issued and outstanding			—				—
Class A common shares, par value $0.0000225 per share, 20,000,000,000 shares authorized, 626,384,342 and 617,565,722 shares issued as of February 28, 2007 and August 31, 2006, respectively			14				14
Class X common shares, par value $0.0000225 per share, 1,000,000,000 shares authorized, 184,988,271 and 245,006,562 shares issued and outstanding as of February 28, 2007 and August 31, 2006, respectively			4				6
Restricted share units			561,905				482,289
Additional paid-in capital			277,599				701,006
Treasury shares, at cost, 33,154,854 and 36,990,533 shares as of February 28, 2007 and August 31, 2006, respectively			(773,426	)			(869,957	)
Retained earnings			1,868,566				1,607,391
Accumulated other comprehensive loss			(10,543	)			(26,494	)
Total shareholders’ equity			1,924,119				1,894,255
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY		$	9,554,359			$	9,418,080

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

ACCENTURE LTD

CONSOLIDATED INCOME STATEMENTS
For the Three and Six Months Ended February 28, 2007 and 2006
(In thousands of U.S. dollars, except share and per share amounts)
(Unaudited)

		Three Months Ended February 28,								Six Months Ended February 28,
		2007				2006				2007				2006
REVENUES:
Revenues before reimbursements		$	4,749,838			$	4,102,795			$	9,503,926			$	8,272,270
Reimbursements			419,515				388,317				831,786				761,858
Revenues			5,169,353				4,491,112				10,335,712				9,034,128
OPERATING EXPENSES:
Cost of services:
Cost of services before reimbursable expenses			3,344,772				3,234,139				6,666,616				6,083,306
Reimbursable expenses			419,515				388,317				831,786				761,858
Cost of services			3,764,287				3,622,456				7,498,402				6,845,164
Sales and marketing			434,293				393,412				871,223				802,014
General and administrative costs			405,065				345,347				784,708				739,113
Reorganization costs (benefits), net			6,316				(7,415	)			12,395				(2,031	)
Total operating expenses			4,609,961				4,353,800				9,166,728				8,384,260
OPERATING INCOME			559,392				137,312				1,168,984				649,868
Gain on investments, net			33				1,792				2,887				3,230
Interest income			34,948				24,581				71,255				54,934
Interest expense			(6,862	)			(4,558	)			(11,984	)			(9,243	)
Other (expense) income			(3,433	)			2,805				(5,899	)			(13,142	)
INCOME BEFORE INCOME TAXES			584,078				161,932				1,225,243				685,647
Provision for income taxes			171,542				57,820				406,850				253,689
INCOME BEFORE MINORITY INTEREST			412,536				104,112				818,393				431,958
Minority interest in Accenture SCA and Accenture Canada Holdings Inc.			(111,311	)			(32,654	)			(227,124	)			(142,790	)
Minority interest — other			(4,503	)			(1,778	)			(10,315	)			(4,548	)
NET INCOME		$	296,722			$	69,680			$	580,954			$	284,620
Weighted average Class A common shares:
Basic			604,326,019				585,674,656				601,363,210				586,031,530
Diluted			867,330,893				892,893,907				870,985,464				903,729,925
Earnings per Class A common share:
Basic		$	0.49			$	0.12			$	0.97			$	0.49
Diluted		$	0.47			$	0.11			$	0.93			$	0.47
Cash dividends per share		$	—			$	—			$	0.35			$	0.30

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

     

ACCENTURE LTD

CONSOLIDATED SHAREHOLDERS’ EQUITY AND COMPREHENSIVE INCOME STATEMENTS
For the Six Months Ended February 28, 2007
(In thousands of U.S. dollars and in thousands of share amounts)
(Unaudited)

						Class A								Class X
						Common								Common
						Shares								Shares												Additional				Treasury Shares
		Preferred								No.								No.				Restricted				Paid-in								No.				Retained				Accumulated Other
		Shares				$				Shares				$				Shares				Share Units				Capital				$				Shares				Earnings				Comprehensive Loss				Total
Balance as of August 31, 2006		$	—			$	14				617,566			$	6				245,007			$	482,289			$	701,006			$	(869,957	)			(36,991	)		$	1,607,391			$	(26,494	)		$	1,894,255
Comprehensive income:
Net income																																							580,954								580,954
Other comprehensive income:
Unrealized gains on marketable securities, net of reclassification adjustments																																											1,053				1,053
Foreign currency translation adjustments																																											14,898				14,898
Other comprehensive income																																											15,951
Comprehensive income																																															596,905
Income tax benefit on share-based compensation plans																											39,239																				39,239
Purchases of Class A common shares											(392	)															(12,766	)			(58,764	)			(2,291	)											(71,530	)
Share-based compensation expense																							113,131				32,127																				145,258
Purchases/redemptions of Accenture SCA Class I common shares, Accenture Canada Holdings Inc. exchangeable shares and Class X common shares															(2	)			(60,019	)							(1,000,215	)																			(1,000,217	)
Issuances of Class A common shares related to employee share programs											9,210												(49,718	)			187,778				155,295				6,127				(10,517	)							282,838
Dividends																							16,203																(309,262	)							(293,059	)
Minority interest																											330,430																				330,430
Balance as of February 28, 2007		$	—			$	14				626,384			$	4				184,988			$	561,905			$	277,599			$	(773,426	)			(33,155	)		$	1,868,566			$	(10,543	)		$	1,924,119

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

ACCENTURE LTD

CONSOLIDATED CASH FLOWS STATEMENTS
For the Six Months Ended February 28, 2007 and 2006
(In thousands of U.S. dollars)
(Unaudited)

		2007				2006
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income		$	580,954			$	284,620
Adjustments to reconcile Net income to Net cash provided by operating activities —
Depreciation, amortization and asset impairments			249,446				153,918
Reorganization costs (benefits), net			12,395				(2,031	)
Share-based compensation expense			146,624				127,398
Deferred income taxes, net			(72,940	)			(14,993	)
Minority interest			237,439				147,338
Other, net			1,956				(1,681	)
Change in assets and liabilities, net of acquisitions (1) —
Receivables from clients, net			(323,490	)			(221,739	)
Other current assets			35,707				11,250
Unbilled services, current and non-current			(119,840	)			404,854
Other non-current assets			(8,698	)			(11,304	)
Accounts payable			(57,498	)			(27,804	)
Deferred revenues			191,303				273,449
Accrued payroll and related benefits			119,751				(70,314	)
Income taxes payable			128,005				(12,823	)
Other accrued liabilities			(248,209	)			(5,643	)
Other non-current liabilities			3,101				17,560
Net cash provided by operating activities			876,006				1,052,055
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from maturities and sales of available-for-sale investments			545,222				394,470
Purchases of available-for-sale investments			(341,210	)			(171,192	)
Proceeds from sales of property and equipment			10,261				10,751
Purchases of property and equipment			(143,044	)			(149,833	)
Purchases of businesses and investments, net of cash acquired			(5,667	)			(37,442	)
Net cash provided by investing activities			65,562				46,754
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common shares			282,838				265,055
Purchases of common shares			(1,071,747	)			(1,536,873	)
Proceeds from long-term debt			1,968				8,654
Repayments of long-term debt			(23,147	)			(22,405	)
Proceeds from short-term borrowings			9,082				43,030
Repayments of short-term borrowings			(9,907	)			(26,821	)
Cash dividends paid			(293,059	)			(267,973	)
Excess tax benefits from share-based payment arrangements			24,921				28,540
Other, net			(14,202	)			(8,661	)
Net cash used in financing activities			(1,093,253	)			(1,517,454	)
Effect of exchange rate changes on cash and cash equivalents			44,636				(31,311	)
NET DECREASE IN CASH AND CASH EQUIVALENTS			(107,049	)			(449,956	)
CASH AND CASH EQUIVALENTS, beginning of period			3,066,988				2,483,990
CASH AND CASH EQUIVALENTS, end of period		$	2,959,939			$	2,034,034

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

ACCENTURE LTD

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)
(Unaudited)

1. BASIS OF PRESENTATION

     The accompanying unaudited interim Consolidated Financial Statements of Accenture Ltd, a Bermuda company, and its controlled subsidiary companies (together, the “Company”) have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for quarterly reports on Form 10-Q and do not include all of the information and note disclosures required by U.S. generally accepted accounting principles for complete financial statements. These Consolidated Financial Statements should therefore be read in conjunction with the Consolidated Financial Statements and Notes thereto for the fiscal year ended August 31, 2006 included in the Company’s Annual Report on Form 10-K filed with the SEC on October 18, 2006. The accompanying unaudited interim Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles and reflect all adjustments of a normal, recurring nature that are, in the opinion of management, necessary for a fair presentation of results for these interim periods. The results of operations for the three and six months ended February 28, 2007 are not necessarily indicative of the results that may be expected for the fiscal year ending August 31, 2007. Certain prior-period amounts have been reclassified to conform to the current-period presentation.

2. EARNINGS PER SHARE

     Basic and diluted earnings per share were calculated as follows:

     Basic earnings per share

		Three Months Ended								Six Months Ended
		February 28,								February 28,
		2007				2006				2007				2006
Net income available for Class A common shareholders		$	296,722			$	69,680			$	580,954			$	284,620
Basic weighted average Class A common shares			604,326,019				585,674,656				601,363,210				586,031,530
Basic earnings per share		$	0.49			$	0.12			$	0.97			$	0.49

ACCENTURE LTD

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)
(Unaudited)

     Diluted earnings per share

		Three Months Ended								Six Months Ended
		February 28,								February 28,
		2007				2006				2007				2006
Net income available for Class A common shareholders		$	296,722			$	69,680			$	580,954			$	284,620
Minority interest in Accenture SCA and Accenture Canada Holdings Inc. (1)			111,311				32,654				227,124				142,790
Net income per share calculation		$	408,033			$	102,334			$	808,078			$	427,410
Basic weighted average Class A common shares			604,326,019				585,674,656				601,363,210				586,031,530
Class A common shares issuable upon redemption/exchange of minority interest (1)			226,659,116				274,530,633				235,347,026				287,542,606
Diluted effect of employee compensation related to Class A common shares			36,145,825				32,577,253				34,158,345				30,135,337
Diluted effect of employee share purchase plan related to Class A common shares			199,933				111,365				116,883				20,452
Weighted average Class A common shares			867,330,893				892,893,907				870,985,464				903,729,925
Diluted earnings per share		$	0.47			$	0.11			$	0.93			$	0.47

3. REORGANIZATION COSTS (BENEFITS)

     In fiscal 2001, the Company accrued reorganization liabilities in connection with its transition to a corporate structure. These liabilities included certain non-income tax liabilities, such as stamp taxes, as well as liabilities for certain individual income tax exposures related to the transfer of interests in certain entities to the Company as part of the reorganization. These primarily represent unusual and disproportionate individual income tax exposures assumed by certain, but not all, of the Company’s shareholders and partners in certain tax jurisdictions specifically related to the transfer of their partnership interests in certain entities to the Company as part of the reorganization. The Company has identified certain shareholders and partners who may incur such unusual and disproportionate financial damage in certain jurisdictions. These include shareholders and partners who were subject to tax in their jurisdiction on items of income arising from the reorganization transaction that were not taxable for most other shareholders and partners. In addition, certain other shareholders and partners were subject to different rates or amounts of tax than other shareholders or partners in the same jurisdiction. If additional taxes are assessed on these shareholders or partners in connection with these transfers, the Company intends to make payments to reimburse certain of the costs associated with the assessment either to the shareholder or partner, or to the taxing authority. The Company has recorded reorganization expense and a related liability for the amount it estimates it will reimburse in situations where assessments occur. Interest accruals are made to cover interest on this liability.

ACCENTURE LTD

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)
(Unaudited)

     The Company’s reorganization activity was as follows:

		Three Months Ended								Six Months Ended
		February 28,								February 28,
		2007				2006				2007				2006
Reorganization liability, beginning of period		$	365,603			$	378,118			$	350,864			$	381,440
Final determinations (1)			—				(13,540	)			—				(14,638	)
Changes in estimates			—				—				—				—
Benefit recorded			—				(13,540	)			—				(14,638	)
Interest expense accrued			6,316				6,125				12,395				12,607
Payments			—				—				—				—
Costs			6,316				(7,415	)			12,395				(2,031	)
Foreign currency translation			2,263				3,821				10,923				(4,885	)
Reorganization liability, end of period		$	374,182			$	374,524			$	374,182			$	374,524

     As of February 28, 2007, reorganization liabilities of $338,019 were included in Other accrued liabilities because expirations of statutes of limitations or other final determinations could occur within 12 months, and reorganization liabilities of $36,163 were included in Other non-current liabilities in the Consolidated Balance Sheet. The Company anticipates that reorganization liabilities will be substantially diminished by the end of fiscal 2008 because the Company expects final determinations will have occurred. However, resolution of current tax audits, initiation of additional audits or litigation may delay final settlements. Final settlement will result in a payment on a final settlement and/or recording a reorganization benefit or cost in the Company’s Consolidated Income Statement.

4. ACCUMULATED OTHER COMPREHENSIVE LOSS

     The components of Accumulated other comprehensive loss were as follows:

		February 28,				August 31,
		2007				2006
Unrealized losses on marketable securities, net of reclassification adjustments		$	(2,426	)		$	(3,479	)
Foreign currency translation adjustments			24,285				9,387
Minimum pension liability adjustments, net of tax of $22,863 and $22,863, respectively			(32,402	)			(32,402	)
Accumulated other comprehensive loss		$	(10,543	)		$	(26,494	)

     Comprehensive income was as follows:

		February 28,
		2007				2006
Three months ended		$	290,455			$	86,994
Six months ended		$	596,905			$	278,338

ACCENTURE LTD

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)
(Unaudited)

5. GOODWILL

     The changes in the carrying amount of goodwill by reportable operating segment were as follows:

										Foreign
		Balance as of								Currency				Balance as of
		August 31,				Additions/				Translation				February 28,
		2006				Adjustments				Adjustments				2007
Communications & High Tech		$	82,739			$	(4,377	)		$	2,669			$	81,031
Financial Services			123,592				(8,256	)			1,134				116,470
Government			33,253				(4,998	)			679				28,934
Products			258,390				(9,350	)			1,960				251,000
Resources			29,674				(3,387	)			821				27,108
Total		$	527,648			$	(30,368	)		$	7,263			$	504,543

     During the six months ended February 28, 2007, the Company recorded net reductions to goodwill, primarily resulting from reversals of valuation allowances related to pre-acquisition tax attributes recorded under purchase accounting for previous acquisitions and other adjustments related to purchase accounting for previous acquisitions.

6. RETIREMENT PLANS

     In the United States and certain other countries, the Company maintains and administers retirement plans and postretirement medical plans for certain current, retired and resigned Accenture employees. The components of net periodic pension and postretirement expense were as follows:

		Pension Benefits
		Three Months Ended February 28,
		2007								2006
Components of pension benefits expense		U.S. Plans				Non-U.S. Plans				U.S. Plans				Non-U.S. Plans
Service cost		$	12,706			$	13,509			$	16,103			$	12,173
Interest cost			13,510				7,041				12,481				5,225
Expected return on plan assets			(14,946	)			(6,562	)			(13,080	)			(4,821	)
Amortization of loss			325				344				7,785				453
Amortization of prior service cost			182				155				287				379
Special termination benefits charge			—				—				—				501
Total		$	11,777			$	14,487			$	23,576			$	13,910

		Pension Benefits
		Six Months Ended February 28,
		2007								2006
Components of pension benefits expense		U.S. Plans				Non-U.S. Plans				U.S. Plans				Non-U.S. Plans
Service cost		$	25,412			$	26,836			$	32,206			$	25,005
Interest cost			27,020				13,997				24,962				10,512
Expected return on plan assets			(29,892	)			(13,081	)			(26,160	)			(9,686	)
Amortization of transitional obligation			—				(20	)			—				—
Amortization of loss			650				694				15,570				919
Amortization of prior service cost			364				310				574				764
Special termination benefits charge			—				—				—				501
Total		$	23,554			$	28,736			$	47,152			$	28,015

ACCENTURE LTD

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)
(Unaudited)

		Postretirement Benefits
		Three Months Ended February 28,
		2007								2006
Components of postretirement benefits expense		U.S. Plans				Non-U.S. Plans				U.S. Plans				Non-U.S. Plans
Service cost		$	1,668			$	319			$	2,524			$	525
Interest cost			1,520				401				1,538				442
Expected return on plan assets			(375	)			—				(355	)			—
Amortization of transitional obligation			20				—				20				—
Amortization of loss (gain)			—				17				630				(201	)
Amortization of prior service cost			(200	)			(199	)			(200	)			184
Total		$	2,633			$	538			$	4,157			$	950

		Postretirement Benefits
		Six Months Ended February 28,
		2007								2006
Components of postretirement benefits expense		U.S. Plans				Non-U.S. Plans				U.S. Plans				Non-U.S. Plans
Service cost		$	3,334			$	623			$	5,048			$	1,043
Interest cost			3,040				783				3,076				877
Expected return on plan assets			(750	)			—				(710	)			—
Amortization of transitional obligation			40				—				40				—
Amortization of loss (gain)			—				33				1,260				(146	)
Amortization of prior service cost			(400	)			(389	)			(400	)			112
Total		$	5,264			$	1,050			$	8,314			$	1,886

7. MATERIAL TRANSACTIONS AFFECTING SHAREHOLDERS’ EQUITY

Share Purchase Activity

     The Board of Directors of Accenture Ltd has authorized funding for the Company’s publicly announced open-market share purchase program for acquiring Accenture Ltd Class A common shares and for redemptions and repurchases of Accenture Ltd Class A common shares, Accenture SCA Class I common shares and Accenture Canada Holdings Inc. exchangeable shares held by the Company’s current and former senior executives and their permitted transferees. In addition, during the six months ended February 28, 2007, the Board of Directors of Accenture Ltd separately authorized funding for a discounted tender offer for Accenture SCA Class I common shares that was completed on October 11, 2006.

ACCENTURE LTD

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)
(Unaudited)

     The Company’s share purchase activity during the six months ended February 28, 2007 was as follows:

										Accenture SCA Class I
										Common Shares and
		Accenture Ltd Class A Common Shares								Accenture Canada Holdings Inc. Exchangeable Shares								Total
		Shares				Amount				Shares				Amount				Shares				Amount
Open-Market Share Purchases (1)			—			$	—												—			$	—
Discounted Tender Offer (2)			—				—				7,538,172			$	187,195				7,538,172				187,195
Other Share Purchase Programs			1,979,450				48,991	(3)			23,568,927				813,022				25,548,377				862,013
Other purchases (4)			703,821				22,539				—				—				703,821				22,539
Total			2,683,271			$	71,530				31,107,099			$	1,000,217				33,790,370			$	1,071,747

     As of February 28, 2007, the Company’s available authorization was $1,058,222, which included $978,339 and $79,883 for the open-market share purchase program and other share purchase programs, respectively.

Subsequent Events Related to Share Purchase Activity

     On March 2, 2007, an additional $1,500,000 was authorized for purchases under the Company’s other share purchase programs.

     On March 8, 2007, Accenture SCA and one of its subsidiaries offered to redeem or purchase up to an aggregate of 19,696,969 Accenture SCA Class I common shares at a price per share that is not greater than $33.00 or less than $30.50. The Board of Directors of Accenture Ltd approved the use of $650,000 to fund this discounted tender offer (the “Offer”), as well as the use of up to an additional $144,000 should Accenture SCA choose to increase the size of the Offer in response to shareholder demand. The final number of Accenture SCA Class I common shares redeemed or purchased and the final offer price will be determined upon the expiration of the Offer, expected to occur on April 4, 2007 unless withdrawn or extended.

ACCENTURE LTD

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)
(Unaudited)

Dividend

     On November 15, 2006, a cash dividend of $0.35 per share was paid on Accenture Ltd’s Class A common shares to shareholders of record at the close of business on October 13, 2006, resulting in a cash outlay of $204,452. On November 15, 2006, a cash dividend of $0.35 per share was also paid on Accenture SCA’s Class I common shares to shareholders of record at the close of business on October 5, 2006 and on Accenture Canada Holdings Inc. exchangeable shares to shareholders of record at the close of business on October 13, 2006, resulting in cash outlays of $87,232 and $1,375, respectively. The payment of the cash dividends also resulted in the issuance of an immaterial number of additional restricted share units to holders of restricted share units. Diluted weighted average Class A common share amounts have been restated for all periods presented to reflect this issuance.

8. COMMITMENTS AND CONTINGENCIES

Commitments and Guarantees

     As a result of its increase in ownership percentage of Accenture HR Services from 50 percent to 100 percent in February 2002, the Company may be required to make up to $177,500 of additional purchase price payments through September 30, 2008, conditional on Accenture HR Services achieving certain levels of qualifying revenues. The remaining potential liability as of February 28, 2007 was $157,519.

     In February 2005, the Company signed an amendment to the stockholders agreement of Avanade Inc. (a consolidated subsidiary of Accenture Ltd). As a result of the amendment, there is no longer a fixed purchase price minimum or maximum payable by the Company for the Avanade Inc. shares not already owned by the Company. The Company now has the right to purchase substantially all of the remaining outstanding shares of Avanade Inc. not owned by the Company at fair value if certain events occur. The Company may also be required to purchase substantially all of the remaining outstanding shares of Avanade Inc. at fair value if certain events occur.

     The Company has various agreements in which it may be obligated to indemnify other parties with respect to certain matters. Generally, these indemnification provisions are included in contracts arising in the normal course of business under which the Company customarily agrees to hold the indemnified party harmless against losses arising from a breach of representations related to such matters as title to assets sold, licensed or certain intellectual property rights and other matters. Payments by the Company under such indemnification clauses are generally conditioned on the other party making a claim. Such claims are typically subject to challenge by the Company and to dispute resolution procedures specified in the particular contract. Further, the Company’s obligations under these agreements may be limited in terms of time and/or amount and, in some instances, the Company may have recourse against third parties for certain payments made by the Company. It is not possible to predict the maximum potential amount of future payments under these indemnification agreements due to the conditional nature of the Company’s obligations and the unique facts of each particular agreement. Historically, the Company has not made any payments under these agreements that have been material individually or in the aggregate. As of February 28, 2007, management was not aware of any obligations arising under indemnification contracts that would require material payments.

     From time to time, the Company enters into contracts with clients whereby it has joint and several liability with other participants and/or third parties providing related services and products to clients. Under these arrangements, the Company and other parties may assume some responsibility to the client or a third party for the performance of others under the terms and conditions of the contract with or for the benefit of the client or in relation to the performance of certain contractual obligations. In some arrangements, the extent of the Company’s obligations for the performance of others is not expressly specified. The Company estimates that, as of February 28, 2007, it had assumed an aggregate potential liability of approximately $875,371 to its clients for the performance of others under arrangements described in this paragraph. These contracts typically provide recourse provisions that would allow the Company to recover from the other parties all but approximately $143,785 if the Company is obligated to make payments to the clients that are the consequence of a performance default by the other parties. To date, the Company has not been required to make any payments under any of the contracts described in this paragraph.

Legal Contingencies

     As of February 28, 2007, the Company or its present personnel had been named as a defendant in various litigation matters. Based on the present status of these litigation matters, the management of the Company believes these matters will not ultimately have a

ACCENTURE LTD

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)
(Unaudited)

material effect on the results of operations, financial position or cash flows of the Company.

9. SEGMENT REPORTING

     Operating segments are defined by SFAS No. 131, “Disclosures about Segments of an Enterprise and Related Information” (“SFAS No. 131”), as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance.

     The Company’s chief operating decision maker is its Chief Executive Officer. The Company’s operating segments are managed separately because each operating segment represents a strategic business unit providing management consulting, technology and outsourcing services to clients in different industries.

     The Company’s reportable operating segments are the five operating groups, which are Communications & High Tech, Financial Services, Government, Products and Resources. Information regarding the Company’s reportable operating segments was as follows:

		Three Months Ended February 28,
		2007								2006
		Revenues Before				Operating				Revenues Before				Operating
		Reimbursements				Income				Reimbursements				Income (Loss)
Communications & High Tech		$	1,086,164			$	113,600			$	1,026,092			$	177,488
Financial Services			1,050,667				103,809				833,362				102,332
Government			655,064				92,629				597,687				(136,584	)
Products			1,165,094				140,331				1,004,205				(82,678	)
Resources			787,420				109,023				639,066				76,754
Other			5,429				—				2,383				—
Total		$	4,749,838			$	559,392			$	4,102,795			$	137,312

		Six Months Ended February 28,
		2007								2006
		Revenues Before				Operating				Revenues Before				Operating
		Reimbursements				Income				Reimbursements				Income (Loss)
Communications & High Tech		$	2,182,554			$	248,001			$	2,073,633			$	349,794
Financial Services			2,117,914				237,701				1,688,234				183,935
Government			1,282,892				120,991				1,195,806				(74,962	)
Products			2,359,762				347,410				2,021,240				35,055
Resources			1,550,410				214,881				1,289,352				156,046
Other			10,394				—				4,005				—
Total		$	9,503,926			$	1,168,984			$	8,272,270			$	649,868

10. NEWLY ISSUED ACCOUNTING STANDARDS

     In July 2006, the Financial Accounting Standards Board (“FASB”) issued Financial Interpretation No. 48, “Accounting for Uncertainty in Income Taxes-an interpretation of FASB Statement No. 109” (“FIN 48”), which is a change in accounting for income taxes. FIN 48 specifies how tax benefits for uncertain tax positions are to be recognized, measured, and derecognized in financial statements; requires certain disclosures of uncertain tax matters; specifies how reserves for uncertain tax positions should be classified in the balance sheet; and provides transition and interim-period guidance, among other provisions. FIN 48 is effective for fiscal years beginning after December 15, 2006 and, as a result, is effective for the Company beginning September 1, 2007. The Company is currently evaluating the impact of FIN 48 on its Consolidated Financial Statements.

     In September 2006, FASB issued Statement of Financial Accounting Standards No. 158, “Employers’ Accounting for Defined

ACCENTURE LTD

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)
(Unaudited)

Benefit Pension and Other Postretirement Plans, an amendment of FASB Statements No. 87, 106, and 132(R)” (“SFAS No. 158”). SFAS No. 158 requires companies to recognize a net liability or asset and an offsetting adjustment to accumulated other comprehensive income to report the funded status of defined benefit pension and other postretirement benefit plans. SFAS No. 158 requires prospective application, recognition and disclosure requirements effective for the Company’s fiscal year ending August 31, 2007. Additionally, SFAS No. 158 requires companies to measure plan assets and obligations at their year-end balance sheet date. This requirement is effective for the Company’s fiscal year ending August 31, 2009. The Company is currently evaluating the impact of SFAS No. 158 on its Consolidated Financial Statements.

     In September 2006, the SEC issued Staff Accounting Bulletin (“SAB”) No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements” (“SAB No. 108”). SAB No. 108 provides guidance on the consideration of the effects of prior year misstatements in quantifying current year misstatements for the purpose of a materiality assessment. SAB No. 108 is effective for fiscal years ending after November 15, 2006 and, as a result, is effective for the Company’s fiscal year ending August 31, 2007. The Company is currently evaluating the impact of SAB No. 108 on its Consolidated Financial Statements.

ITEM 2.		MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

     The following discussion and analysis should be read in conjunction with our Consolidated Financial Statements and related Notes included elsewhere in this Quarterly Report on Form 10-Q and in our Annual Report on Form 10-K for the year ended August 31, 2006, and with the information under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended August 31, 2006.

     We use the terms “Accenture,” “we,” “our Company,” “our” and “us” in this report to refer to Accenture Ltd and its subsidiaries. All references to years, unless otherwise noted, refer to our fiscal year, which ends on August 31. For example, a reference to “fiscal 2006” means the 12-month period that ended on August 31, 2006. All references to quarters, unless otherwise noted, refer to the quarters of our fiscal year.

Disclosure Regarding Forward-Looking Statements

     This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”) relating to our operations, results of operations and other matters that are based on our current expectations, estimates and projections. Words such as “expects,” “intends,” “plans,” “projects,” “believes,” “estimates” and similar expressions are used to identify these forward-looking statements. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed or forecast in these forward-looking statements. The reasons for these differences include changes in general economic and political conditions, including fluctuations in currency exchange rates, and the following factors:

	•		Our results of operations could be negatively affected if we cannot expand and develop our services and solutions in response to changes in technology and client demand.
	•		The consulting, systems integration and technology, and outsourcing markets are highly competitive, and we might not be able to compete effectively.
	•		Our results of operations could be affected by economic and political conditions and the effects of these conditions on our clients’ businesses and levels of business activity.
	•		Our work with government clients exposes us to additional risks inherent in the government contracting process.
	•		Our business could be adversely affected if our clients are not satisfied with our services.
	•		Our business could be negatively affected if we incur legal liability in connection with providing our solutions and services.
	•		Our results of operations could be adversely affected if our clients terminate their contracts with us on short notice.
	•		Outsourcing services are a significant part of our business and subject us to operational and financial risk.
	•		We could be subject to liabilities if our subcontractors or the third parties with whom we partner cannot deliver their project contributions on time or at all.
	•		Our results of operations may be affected by the rate of growth in the use of technology in business and the type and level of technology spending by our clients.
	•		Our profitability could suffer if we are not able to maintain favorable pricing rates.
	•		Our profitability could suffer if we are not able to maintain favorable utilization rates.
	•		If our pricing structures do not accurately anticipate the cost and complexity of performing our work, then our contracts could be unprofitable.

	•		Many of our contracts utilize performance pricing that links some of our fees to the attainment of various performance or business targets. This could increase the variability of our revenues and margins.
	•		Our alliance relationships may not be successful.
	•		Our global operations are subject to complex risks, some of which might be beyond our control.
	•		Our profitability could suffer if we are not able to control our costs.
	•		If we are unable to attract, retain and motivate employees or efficiently utilize their skills, we might not be able to compete effectively and will not be able to grow our business.
	•		If we are unable to collect our receivables or amounts extended to our clients as financing, our results of operations could be adversely affected.
	•		Tax legislation and negative publicity related to Bermuda companies could lead to an increase in our tax burden or affect our relationships with our clients.
	•		Our services or solutions could infringe upon the intellectual property rights of others or we might lose our ability to utilize the intellectual property of others.
	•		We have only a limited ability to protect our intellectual property rights, which are important to our success.
	•		If we are unable to manage the organizational challenges associated with the size and expansion of our company, we might be unable to achieve our business objectives.
	•		We might acquire other businesses or technologies, and there is a risk that we might not successfully integrate them with our business or might otherwise fail to achieve our strategic objectives.
	•		The share price of Accenture Ltd Class A common shares could be adversely affected from time to time by sales, or the anticipation of future sales, of Class A common shares held by our employees and former employees.
	•		Our share price has fluctuated in the past and could continue to fluctuate, including in response to variability in revenues, operating results and profitability, and as a result our share price could be difficult to predict.
	•		Our share price could be adversely affected if we are unable to maintain effective internal controls.
	•		We are registered in Bermuda and a significant portion of our assets are located outside the United States. As a result, it might not be possible for shareholders to enforce civil liability provisions of the Federal or state securities laws of the United States.
	•		Bermuda law differs from the laws in effect in the United States and might afford less protection to shareholders.
	•		We might be unable to access additional capital on favorable terms or at all. If we raise equity capital, it may dilute our shareholders’ ownership interest in us.

     For a more detailed discussion of these factors, see the information under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended August 31, 2006. We undertake no obligation to update or revise any forward-looking statements.

Overview

     Revenues are driven by the ability of our executives to secure new contracts and to deliver solutions and services that add value to our clients. Our ability to add value to clients and therefore drive revenues depends in part on our ability to deliver market-leading service offerings and to deploy skilled teams of professionals quickly and on a global basis.

     Our results of operations are also affected by the economic conditions, levels of business activity and rates of change in the industries we serve, as well as by the pace of technological change and the type and level of technology spending by our clients. The ability to identify and capitalize on these market and technological changes early in their cycles is a key driver of our performance. The current economic environment continues to stimulate the technology spending of many companies. We are also continuing to see strong demand for our services. We continue to expect that revenue growth rates across our segments may vary from quarter to quarter during fiscal 2007 as economic conditions vary in different industries and geographic markets.

     Revenues before reimbursements for the three and six months ended February 28, 2007 were $4.75 billion and $9.50 billion, respectively, compared with $4.10 billion and $8.27 billion, respectively, for the three and six months ended February 28, 2006, increases of 16% and 15%, respectively, in U.S. dollars and 10% and 11%, respectively, in local currency terms.

     Consulting revenues before reimbursements for the three and six months ended February 28, 2007 were $2.83 billion and $5.74 billion, respectively, compared with $2.47 billion and $5.04 billion, respectively, for the three and six months ended February 28, 2006, increases of 15% and 14%, respectively, in U.S. dollars and 9% and 10%, respectively, in local currency terms.

     Outsourcing revenues before reimbursements for the three and six months ended February 28, 2007 were $1.92 billion and $3.76 billion, respectively, compared with $1.64 billion and $3.23 billion, respectively, for the three and six months ended February 28, 2006, increases of 17% and 16%, respectively, in U.S. dollars and 12% for both periods in local currency terms. Outsourcing contracts typically have longer terms than consulting contracts and generally have lower gross margins than consulting contracts, particularly in the first year. Long-term relationships with many of our clients continue to contribute to our success in growing our outsourcing business. Consistent with broader market trends, our recently signed outsourcing contracts are of shorter duration. Although the average contract size is smaller, our average annualized revenue per contract is steady. Long-term, complex outsourcing contracts, including their consulting components, require ongoing review of their terms and scope of work in light of our clients’ evolving business needs and our performance expectations. Should the size or number of modifications to these arrangements increase, as our business continues to grow and these contracts evolve, we may experience increased variability in expected cash flows, revenues and profitability.

     As we are a global company, our revenues are denominated in multiple currencies and may be significantly affected by currency exchange-rate fluctuations. During the majority of fiscal 2006, the weakening of various currencies versus the U.S. dollar resulted in an unfavorable currency translation and decreased our reported revenues, operating expenses and operating income. In the first and second quarters of fiscal 2007, the U.S. dollar weakened against other currencies, resulting in favorable currency translation and greater reported U.S. dollar revenues, operating expenses and operating income compared to the same period in the prior year. If this trend continues in the remainder of fiscal 2007, our U.S. dollar revenue growth will be higher than our growth in local currency terms. If the U.S. dollar strengthens against other currencies in the remainder of fiscal 2007, our U.S. dollar revenue growth may be lower than our growth in local currency terms.

     The primary categories of operating expenses are cost of services, sales and marketing and general and administrative costs. Cost of services is primarily driven by the cost of client-service personnel, which consists mainly of compensation, sub-contractor and other personnel costs, and non-payroll outsourcing costs. Cost of services as a percentage of revenues is driven by the prices we obtain for our solutions and services, the utilization of our client-service personnel and the level of non-payroll costs associated with the growth of new outsourcing contracts. Utilization represents the percentage of our professionals’ time spent on billable work. Sales and marketing expense is driven primarily by business-development activities, the development of new service offerings and client-targeting, image-development and brand-recognition activities. General and administrative costs primarily include costs for non-client-facing personnel, information systems and office space, which we seek to manage, as a percentage of revenues, at levels consistent with or lower than levels in prior-year periods. Operating expenses also include reorganization costs and benefits, which may vary substantially from year to year.

     Gross margin (revenues before reimbursements less cost of services before reimbursements as a percentage of revenues before reimbursements) for the three and six months ended February 28, 2007 was 29.6% and 29.9%, respectively, compared with 21.2% and 26.5%, respectively, for the three and six months ended February 28, 2006. In the second quarter of fiscal 2006, we recorded a $450 million loss provision as a result of adverse developments associated with the NHS Contracts (as defined below). The increases in gross margin for the three and six months ended February 28, 2007 were principally due to this loss provision, partially offset by higher annual bonus accruals in fiscal 2007.

     Our cost-management strategy is to anticipate changes in demand for our services and to identify cost-management initiatives. A primary element of this strategy is to aggressively plan and manage our payroll costs to meet the anticipated demand for our services,

given that payroll costs are the most significant portion of our operating expenses.

     Annualized attrition in the second quarter of fiscal 2007 was 17%, excluding involuntary terminations, down from the first quarter of fiscal 2007 and consistent with quarterly trends we historically experience in the second quarter. We continue to add substantial numbers of new employees and will continue to actively recruit new employees to balance our mix of skills and resources to meet current and projected future demands, replace departing employees and expand our global sourcing approach, which includes our Global Delivery Network and other capabilities around the world. We have adjusted compensation in fiscal 2007 in certain skill sets and geographies in order to attract and retain appropriate numbers of qualified employees and we may need to continue to adjust compensation in the future. As in previous fiscal years, we have adjusted and expect to continue to adjust pricing with the objective of recovering these increases. Our margins and ability to grow our business could be adversely affected if we do not continue to manage attrition, recover increases in compensation and effectively assimilate and utilize large numbers of new employees into our workforces.

     Sales and marketing and general and administrative costs as a percentage of revenues before reimbursements were 17.7% and 17.4% for the three and six months ended February 28, 2007, respectively, compared with 18.0% and 18.6%, respectively, for the three and six months ended February 28, 2006. The decrease in these costs as a percentage of revenues before reimbursements for the six months ended February 28, 2007 was primarily due to higher utilization of our client-service personnel on contracts and lower spending on facilities and technology costs on a percentage basis compared with the prior year.

     Operating income as a percentage of revenues before reimbursements increased to 11.8% and 12.3%, respectively, for the three and six months ended February 28, 2007, from 3.3% and 7.9%, respectively, for the three and six months ended February 28, 2006. The increase in operating income as a percentage of revenues before reimbursements for the three and six months ended February 28, 2007 was principally due to a $450 million loss provision associated with the NHS Contracts recorded during the second quarter of fiscal 2006, partially offset by higher annual bonus accruals in fiscal 2007.

The NHS Contracts

     We previously entered into certain large, long-term contracts (the “NHS Contracts”) to provide systems and services to the National Health Service in England (the “NHS”). On September 28, 2006, we entered into an agreement (the “NHS Transfer Agreement”) to transfer to a third party all of our rights and obligations under the NHS Contracts, except those relating to the Picture Archiving Communication System. The transfer and substantially all related activities were completed in the second quarter of fiscal 2007 for less than the maximum $125 million loss we previously estimated we would incur this fiscal year, and no material obligations remain.

Bookings and Backlog

     New contract bookings for the three months ended February 28, 2007 were $5,329 million, an increase of $1,003 million, or 23%, over the three months ended February 28, 2006, with consulting bookings increasing 21%, to $3,075 million, and outsourcing bookings increasing 26%, to $2,254 million. New contract bookings for the six months ended February 28, 2007 were $10,808 million, an increase of $941 million, or 10%, over the six months ended February 28, 2006, with consulting bookings increasing 13%, to $6,030 million, and outsourcing bookings increasing 5%, to $4,778 million. The increase in new contract bookings for the first six months of fiscal 2007 was attributable to strong contract signings in our Americas and Asia Pacific regions.

     We provide information regarding our new contract bookings because we believe doing so provides useful trend information regarding changes in the volume of our new business over time. However, new bookings can vary significantly quarter to quarter depending on the timing of the signing of a small number of large contracts. Information regarding our new bookings is not comparable to, nor should it be substituted for, an analysis of our revenues over time. There are no third-party standards or requirements governing the calculation of bookings. New contract bookings involve estimates and judgments regarding new contracts as well as renewals, extensions and additions to existing contracts. Subsequent cancellations, extensions and other matters may affect the amount of bookings previously reported. New contract bookings are recorded using then existing currency exchange rates and are not subsequently adjusted for currency fluctuations.

     The majority of our contracts are terminable by the client on short notice or without notice. Accordingly, we do not believe it is appropriate to characterize bookings attributable to these contracts as backlog. Normally, if a client terminates a project, the client remains obligated to pay for commitments we have made to third parties in connection with the project, services performed and reimbursable expenses incurred by us through the date of termination.

Critical Accounting Policies and Estimates

     For a description of our critical accounting policies and estimates, see our Annual Report on Form 10-K for the year ended August 31, 2006.

Revenues by Segment/Operating Group

     Our five reportable operating segments are our operating groups, which are Communications & High Tech, Financial Services, Government, Products and Resources. Operating groups are managed on the basis of revenues before reimbursements because our management believes revenues before reimbursements are a better indicator of operating group performance than revenues. From time to time, our operating groups work together to sell and implement certain contracts. The resulting revenues and costs from these contracts may be apportioned among the participating operating groups. Generally, operating expenses for each operating group have similar characteristics and are subject to the same factors, pressures and challenges. However, the economic environment and its effects on the industries served by our operating groups affect revenues and operating expenses within our operating groups to differing degrees. Decisions relating to staffing levels are not made uniformly across our operating segments, due in part to the needs of our operating groups to tailor their workforces to meet the specific needs of their businesses. The mix between consulting and outsourcing is not uniform among our operating groups. Local currency fluctuations also tend to affect our operating groups differently, depending on the geographic concentrations and locations of their businesses.

     Revenues for each of our operating groups, geographic regions and types of work were as follows:

																		Percent of Total
																		Revenues Before
														Percent				Reimbursements for
		Three Months Ended												Increase				the Three Months
		February 28,								Percent				Local				Ended February 28,
		2007				2006				Increase US$				Currency				2007				2006
		(in millions)
OPERATING GROUPS
Communications & High Tech		$	1,086			$	1,026				6	%			1	%			23	%			25	%
Financial Services			1,051				833				26				18				22				20
Government			655				598				10				6				14				15
Products			1,165				1,004				16				11				24				24
Resources			787				639				23				18				17				16
Other			6				3				n/m				n/m				—				—
TOTAL Revenues Before Reimbursements			4,750				4,103				16	%			10	%			100	%			100	%
Reimbursements			419				388				8
TOTAL REVENUES		$	5,169			$	4,491				15	%
GEOGRAPHY
Americas		$	2,043			$	1,898				8	%			7	%			43	%			46	%
EMEA (1)			2,334				1,914				22				11				49				47
Asia Pacific			373				291				28				24				8				7
TOTAL Revenues Before Reimbursements		$	4,750			$	4,103				16	%			10	%			100	%			100	%
TYPE OF WORK
Consulting		$	2,834			$	2,466				15	%			9	%			60	%			60	%
Outsourcing			1,916				1,637				17				12			40				40
TOTAL Revenues Before Reimbursements		$	4,750			$	4,103				16	%			10	%			100	%			100	%