8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  July 26, 2007

MONSTER WORLDWIDE, INC.
(Exact name of registrant as specified in its charter)

Delaware	0-21571	13-3906555
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

622 Third Avenue
New York, NY	10017
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code:  (212) 351-7000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On July 30, 2007, Monster Worldwide, Inc. (the “Company”) announced its results of operations for the second quarter and six months ended June 30, 2007.  A copy of the Company’s press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

Included in the press release and the supplemental financial information issued by the Company and furnished herewith as Exhibits 99.1 and 99.2, are 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 (“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 operating income before depreciation and amortization, free cash flow and net cash 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.

Operating income before depreciation and amortization (“OIBDA”) is defined as income from operations before depreciation, amortization of intangible assets and amortization of stock based compensation.  The Company considers OIBDA to be an important indicator of its operational strength.  This measure eliminates the effects of depreciation, amortization of intangible assets and amortization of stock based compensation from period to period, which the Company believes is useful to management and investors in evaluating its operating performance.  OIBDA is a non-GAAP measure and may not be comparable to similarly titled measures reported by other companies.

Free cash flow is defined as cash flow from operating activities less capital expenditures.  As a result of the adoption of SFAS 123(R) in 2006, free cash flow amounts in 2005 and 2006 have been adjusted to exclude the income tax benefits on stock option exercises.  Free cash flow is considered a liquidity measure and provides useful information about the Company’s ability to generate cash after investments in property and equipment.  Free cash flow is a non-GAAP measure and may not be comparable to similarly titled measures reported by other companies.  Free cash flow does not reflect the total change in the Company’s cash position for the period and should not be considered a substitute for such a measure.

Net cash is defined as cash and cash equivalents plus marketable securities, less total debt.  The Company considers net cash to be an important measure of liquidity and an indicator of its ability to meet its ongoing obligations.  The Company also uses net cash, among other measures, in evaluating its choices for capital deployment.  Net cash presented herein is a non-GAAP measure and may not be comparable to similarly titled measures used by other companies.

The operating expenses included in the Company’s outlook ranges are non-GAAP financial measures within the meaning of Regulation G as promulgated by the Securities and

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Exchange Commission because, among other things, they do not include legal costs and expenses that the Company will incur as a result of its historical stock option granting practices.  Because the Company cannot reasonably estimate or predict these costs and expenses, the Company cannot calculate the most directly comparable GAAP measure of operating expenses that would include such legal costs and expenses.  Therefore, the Company cannot reconcile the non-GAAP measure to the most directly comparable GAAP measure.  While the amount of the legal costs and expenses associated with the Company’s historical stock option granting practices is likely to be material, the Company believes that such costs and expenses are of limited significance to an evaluation of the Company’s business fundamentals, since such costs and expenses bear little relation to the Company’s core business or operating prospects.  Additionally, non-GAAP operating expenses exclude severance costs for former executive officers and anticipated restructuring charges.  While the aggregate restructuring charge can be estimated, the Company cannot determine the precise amount of the charge to be taken each period.  As a result, the Company is unable to reconcile the projected non-GAAP operating expenses to a projection calculated in accordance with GAAP.

ITEM 2.05COSTS ASSOCIATED WITH EXIT OR DISPOSAL ACTIVITIES.

On July 30, 2007, the Company announced a series of strategic restructuring actions that are intended to position the Company for sustainable long-term growth in the rapidly evolving global online recruitment advertising industry.  A copy of the Company’s press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.  The Company’s Board of Directors committed to the restructuring plan on July 26, 2007.

The restructuring plan includes an anticipated reduction in the Company’s current workforce by approximately 800 associates, or 15% of its full-time staff, beginning immediately and into 2008.  The Company anticipates the majority of the reductions will occur by the end of this year.  The plan also includes fixed asset write-offs, accelerated depreciation for assets to be phased out, costs relating to the consolidation of certain office facilities, contract termination costs, relocation costs and professional fees.  The restructuring plan arose out of a review commencing in the second quarter of 2007 by the Company’s current executive management team of the Company’s cost structure and organizational structure.  The restructuring is intended to realign the Company’s structure to permit investment in key areas that will improve the customer experience and foster revenue growth and margin expansion.

As a result of the restructuring initiatives, the Company expects to record a cumulative pre-tax charge within the range of $55 million to $70 million, beginning in the third quarter of 2007 and into 2008.  The breakdown of the expected pre-tax cumulative charge is as follows:

Category	Range
Employee Severance	$26 million – $33 million
Fixed Asset Write-Offs	$6 million – $8 million
Accelerated Depreciation	$8 million – $11 million
Consolidation of Office Facilities	$6 million – $8 million
Other (Contract termination costs, relocation costs and professional fees)	$9 million – $10 million

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Of the aggregate pre-tax charge, the Company expects to incur approximately $41 million to $51 million in cash expenditures.  Approximately $14 million to $19 million of the pre-tax charge will be non-cash, primarily related to fixed asset write-offs and accelerated depreciation.

The Company expects these actions to be substantially completed by the end of 2008.

ITEM 7.01             REGULATION FD DISCLOSURE.

The Company has provided certain supplemental financial information that can be accessed directly at http://www.monsterworldwide.com/Q207.pdf or through the Company’s Investor Relations website at http://ir.monsterworldwide.com.  This information is attached hereto as Exhibit 99.2.

ITEM 9.01             FINANCIAL STATEMENTS AND EXHIBITS.

(d)	Exhibits.
	99.1	Press Release of the Company issued on July 30, 2007 relating to its second quarter 2007 results and announcing a restructuring plan.
	99.2	Supplemental Financial Information.

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SIGNATURES

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

MONSTER WORLDWIDE, INC.
(Registrant)
By:	/s/ Salvatore Iannuzzi
Name:	Salvatore Iannuzzi
Title:	Chairman of the Board, President and Chief Executive Officer

Date:  July 30, 2007

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EX-99.1

Exhibit 99.1

Monster Worldwide Reports Second Quarter and Six Months 2007 Results

Announces Restructuring Plan to Invest in Growth and Reduce Costs

Total Revenue Grows 20% to $331 Million; Careers Revenue Rises 23%

Diluted Earnings Per Share from Continuing Operations at $0.22, Including $0.10 Per Share Relating to Severance for Former Executives and the Stock Option Investigation

Net Cash Balance Increases to $719 Million

New York, July 30, 2007— Monster Worldwide, Inc. (NASDAQ:MNST) today reported financial results for the second quarter and six months ended June 30, 2007.

Second Quarter Results

Total revenue grew 20%, or 18% before the benefit of foreign exchange rates, to $331 million in the second quarter of 2007 from $275 million in the comparable quarter of 2006.

Monster Careers revenue increased 23% to $291 million, compared with $237 million in last year’s second quarter, led by International revenue growth of 57% to $117 million.  Included in International revenue is a $6.0 million benefit from the effect of foreign exchange rates.  North American Careers revenue increased 7% to $174 million in the second quarter of 2007, while the Internet Advertising & Fees business grew revenue 5% to $40 million.

Monster Worldwide’s deferred revenue balance at June 30, 2007 was $452 million, representing a 30% increase from last year’s second quarter balance of $349 million.

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Income from continuing operations was $29 million, or $0.22 per diluted share, in the second quarter of 2007.  Income from continuing operations includes pre-tax amounts of $5.3 million for legal and professional fees related to the continuing external investigations of the Company’s historical stock option grant practices and $15.8 million of previously disclosed severance costs for former executives.

At June 30, 2007, the Company’s net cash position was $719 million compared with $674 million at March 31, 2007.  Cash generated from operating activities was $53 million compared to $63 million in the second quarter of 2006.  Free cash flow was $37 million versus $47 million in the comparable quarter of the prior year.  Capital expenditures totaled $16 million in the second quarter of 2007.

Sal Iannuzzi, Chairman and Chief Executive Officer of Monster Worldwide, said, “Our second quarter financial results delivered 20% top-line growth and earnings in line with our expectations.  We continued to experience strong performance in our International business, reflecting our efforts to expand market share and brand awareness in key markets in Europe and Asia.  However, we are not satisfied with our overall performance. We believe that we are capable of significantly more robust growth and are taking decisive action to increase our investment levels to deliver on the growth opportunities in all of our businesses.  As an indication of our confidence in the Company’s long-term prospects, we also intend to make active use of the existing share repurchase program authorized by our Board of Directors.”

Six Months Results

Monster Worldwide reported total revenue of $660 million for the six months ended June 30, 2007 compared to $532 million in the comparable period last year, a 24% increase, or 22% before the benefit of foreign exchange rates. Monster Careers revenue grew 26% to $582 million compared with $462 million in the 2006 period.  Internet Advertising & Fees reported revenue of $79 million, an increase of 12% over the prior year period.  The Company reported income from continuing operations of $69 million, or $0.51 per diluted share.  Net income for the first six months of 2007 was $68 million, or $0.51 per diluted share.

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Restructuring Plan

Following a comprehensive business review, the Company’s executive management team announced a series of strategic restructuring actions to position Monster Worldwide for sustainable long-term growth in the rapidly evolving global online recruitment and advertising industries.  The restructuring plan consists of the following key initiatives:

·A significant commitment to invest in innovative, revenue-generating products and services, as well as technology upgrades, which will make Monster Worldwide’s offerings more compelling for employers, job seekers and advertisers, while strengthening the Company’s infrastructure to support long-term growth.  In the near term, investments also will include additional advertising and promotional efforts to reinforce the Monster brand and drive customer activity.  At the same time, the Company will make investments in products, technology and people to provide customers with the level of service they expect from the market leader, as career solutions continue to shift from print to online.

·A substantial reduction in the current cost structure to improve productivity, generate greater efficiency, support investment, and foster an environment that encourages innovation.  Specifically, the Company expects to reduce its current workforce by approximately 800 associates, or 15% of its full-time staff, beginning immediately and into 2008.  The Company anticipates the majority of the reductions will occur by the end of this year.  The staff reduction will primarily impact non-sales related functions in North America, although portions of the global sales force with low productivity rates will be affected.

·Further streamlining the organizational structure by centralizing certain non-revenue generating functions, such as human resources and finance, which had operated semi-autonomously within each business unit.  This follows management’s decision in early June to realign the business operations by function across the entire global organization.

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Monster Worldwide expects the cost-saving component of the plan to reduce the current operating expense base by $150 million to $170 million on an annualized basis, through a combination of workforce reductions and the adoption of more efficient methodologies throughout the operations.  The Company will invest approximately $80 million on an annualized basis in new product development and innovation, enhanced technology, global advertising campaigns and selective sales force expansion.   Included in the $80 million is estimated depreciation expense on incremental capital expenditures in new technology which the Company anticipates will be approximately $50 million.

As a result of the restructuring initiatives, the Company expects to record a cumulative pre-tax charge within the range of $55 million to $70 million, beginning in the third quarter of 2007 and into 2008.  Approximately $15 million of the charge will be non-cash, primarily related to fixed asset write-offs and accelerated depreciation for assets to be phased out.

“The restructuring plan recognizes that we can — and will — do better in driving long-term performance for our shareholders,” Mr. Iannuzzi added.  “Our top priority is to invest in key areas that will improve the customer experience and foster solid revenue growth, while at the same time lowering our cost base and streamlining operations.  We will not allow short-term considerations to prevent us from investing in world-class, innovative products that will serve the next-generation of job seeker and employer needs.  We are confident that these investments will lead to higher levels of revenue growth and strong operating margin expansion over time.”

Mr. Iannuzzi concluded, “While I regret that workforce reduction is a necessary part of our plan, we believe this action is in the best interest of our customers and shareholders.  A clearer and more simplified structure will empower our talented associates to innovate, share best practices and leverage the significant strengths that exist at Monster.  We’re committed to assisting those associates who will be affected as a result of this decision.  We remain extremely optimistic about the huge opportunity that exists in the global

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online recruitment and internet advertising markets, and are confident that our strategy positions us for future growth.”

Business Outlook

For the remainder of 2007, the Company’s business outlook reflects the anticipated savings and investments of the restructuring plan noted above, as well as other initiatives to improve long-term revenue growth and profitability.  Specific assumptions are as follows:

$’s in millions	Full Year 2007
Total Revenue	$1,340-$1,370
Non-GAAP Operating Expenses*	$1,070-$1,090
Interest and Other, net	$26-$28
Effective Income Tax Rate	35%
Losses in Equity Interest	$(11)-$(9)

*Non-GAAP operating expenses exclude ongoing costs associated with the stock option investigations, related litigation and potential fines or settlements; previously disclosed severance costs of $15.8 million for former executive officers; and anticipated restructuring charges.  See below for Notes Regarding the Use of Non-GAAP Financial Measures.

The total revenue outlook for the balance of 2007 assumes that the rate of revenue growth in the third quarter will continue at approximately the same rate as in the second quarter, offset by planned reductions in certain interstitial ads and the elimination of  “work-at-home” job postings, with a higher revenue growth rate in the fourth quarter.

Prior to the restructuring, the expected run-rate for 2007 non-GAAP operating expenses would have been $1.097 billion, and expenses were increasing at a faster rate than revenue.  The restructuring is expected to reduce the current operating expense base by approximately $150 million to $170 million on an annualized basis, and more closely align future expense increases with revenue growth, while providing $80 million for reinvestment in the business.  The plan will also provide the financial flexibility to make further investments in response to potential opportunities.

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The Company stated that, by re-energizing growth and controlling expenses, the Company expects to generate an operating margin of 25% by the fourth quarter of 2008.

Supplemental Financial Information

The Company has made available certain supplemental financial information, in a separate document that can be accessed directly at http://www.monsterworldwide.com/Q207.pdf or through the Company’s Investor Relations website at http://ir.monsterworldwide.com.

Conference Call Information

Second quarter 2007 results will be discussed on Monster Worldwide’s quarterly conference call taking place on July 30, 2007 at 10:00 AM EDT.  To join the conference call, please dial (888) 551-5973 at 9:50 AM EDT and reference conference ID# 10294066.  For those outside the United States, please dial (706) 643-3467 and reference the same conference ID#.  The call will begin promptly at 10:00 AM EDT.  Individuals can also access Monster Worldwide’s quarterly conference call online through the Investor Relations section of the Company’s website at www.monsterworldwide.com.  For a replay of the call, please dial (800) 642-1687 or outside the United States dial (706) 645-9291 and reference ID #10294066.  This number is valid until midnight on August 1, 2007.

Contacts

Investors: Robert Jones, (212) 351-7032, bob.jones@monsterworldwide.com

Media: Kathryn Burns, (212) 351-7063, kathryn.burns@monsterworldwide.com

Tara Murray, (978) 461-8126, tara.murray@monster.com

About Monster Worldwide

Monster Worldwide, Inc. (NASDAQ: MNST), parent company of Monster®, the premier global online employment solution for more than a decade, strives to bring people together to advance their lives. With a local presence in key markets in North America, Europe, and Asia, Monster works for everyone by connecting employers with quality job seekers at all levels and by providing personalized career advice to consumers globally. Through online media sites and services, Monster delivers vast, highly targeted audiences to advertisers. Monster Worldwide is a member of the S&P 500 Index and the NASDAQ 100. To learn more about Monster’s industry-leading products and services, visit www.monster.com.  More information about Monster Worldwide is available at www.monsterworldwide.com.

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Notes Regarding the Use of Non-GAAP Financial Measures

Monster Worldwide, 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 (“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 operating income before depreciation and amortization, free cash flow and net cash, 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.

Operating income before depreciation and amortization (“OIBDA”) is defined as income from operations before depreciation, amortization of intangible assets and amortization of stock based compensation. The Company considers operating income before depreciation and amortization to be an important indicator of its operational strength. This measure eliminates the effects of depreciation, amortization of intangible assets and amortization of stock based compensation from period to period, which the Company believes is useful to management and investors in evaluating its operating performance.  Operating income before depreciation and amortization is a non-GAAP measure and may not be comparable to similarly titled measures reported by other companies.

Free cash flow is defined as cash flow from operating activities less capital expenditures. Free cash flow is considered a liquidity measure and provides useful information about the Company’s ability to generate cash after investments in property and equipment. Free cash flow reflected herein is a non-GAAP measure and may not be comparable to similarly titled measures reported by other companies. Free cash flow does not reflect the total change in the Company’s cash position for the period and should not be considered a substitute for such a measure.

Net cash is defined as cash and cash equivalents plus marketable securities, less total debt.  The Company considers net cash to be an important measure of liquidity and an indicator of its ability to meet its ongoing obligations.  The Company also uses net cash, among other measures, in evaluating its choices for capital deployment.  Net cash presented herein is a non-GAAP measure and may not be comparable to similarly titled measures used by other companies.

The Operating Expenses included in the Company’s outlook ranges are non-GAAP financial measures within the meaning of Regulation G as promulgated by the Securities and Exchange Commission because, among other things, they do not include legal costs and expenses that the Company will incur as a result of its historical stock option granting practices.  Because the Company cannot reasonably estimate or predict these costs and expenses, the Company cannot calculate the most directly comparable GAAP measure of Operating Expenses that would include such legal costs and expenses.  Therefore, the Company cannot reconcile the non-GAAP measure to the most directly comparable GAAP measure.  While the amount of the legal costs and expenses

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associated with the Company’s historical stock option granting practices is likely to be material, the Company believes that such costs and expenses are of limited significance to an evaluation of the Company’s business fundamentals, since such costs and expenses bear little relation to the Company’s core business or operating prospects.  Additionally, non-GAAP operating expenses exclude severance costs for former executive officers and anticipated restructuring charges.  While the aggregate restructuring charge can be estimated, the Company cannot determine the precise amount of the charge to be taken each period.  As a result, the Company is unable to reconcile the projected non-GAAP operating expenses to a projection calculated in accordance with GAAP.

Special Note:  Except for historical information contained herein, the statements made in this release, including the business outlook, constitute 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.  Such forward-looking statements involve certain risks and uncertainties, including statements regarding the Company’s strategic direction, prospects and future results. Certain factors, including factors outside of our control, may cause actual results to differ materially from those contained in the forward-looking statements, including economic and other conditions in the markets in which we operate, risks associated with acquisitions or dispositions, competition, ongoing costs associated with the stock option investigations and lawsuits, costs associated with the restructuring, and the other risks discussed in our Form 10-K and our other filings made with the Securities and Exchange Commission, which discussions are incorporated in this release by reference.

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MONSTER WORLDWIDE, INC.

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share amounts)

	Three Months Ended June 30,						Six Months Ended June 30,
	2007			2006			2007			2006
Revenue	$	331,149		$	275,169		$	660,177		$	532,205
Salaries and related	146,153			98,862			268,500			190,415
Office and general	64,576			43,827			134,993			90,572
Marketing and promotion	78,045			73,212			156,114			139,011
Total operating expenses	288,774			215,901			559,607			419,998
Operating income	42,375			59,268			100,570			112,207
Interest and other, net	6,912			3,940			12,216			7,070
Income from continuing operations before income taxes and equity interests	49,287			63,208			112,786			119,277
Income taxes	17,406			22,077			39,758			42,488
Losses in equity interests, net	(2,966		)	(2,284		)	(4,386		)	(3,525		)
Income from continuing operations	28,915			38,847			68,642			73,264
Income (loss) from discontinued operations, net of tax	(299		)	770			(544		)	8,615
Net income	$	28,616		$	39,617		$	68,098		$	81,879
Basic earnings per share:
Earnings per share from continuing operations	$	0.22		$	0.30		$	0.53		$	0.57
Income per share from discontinued operations, net of tax	—			0.01			—			0.07
Basic earnings per share*	$	0.22		$	0.31		$	0.52		$	0.64
Diluted earnings per share:
Earnings per share from continuing operations	$	0.22		$	0.29		$	0.51		$	0.56
Income per share from discontinued operations, net of tax	—			0.01			—			0.07
Diluted earnings per share*	$	0.21		$	0.30		$	0.51		$	0.62
Weighted average shares outstanding:
Basic	130,542			128,551			130,268			127,662
Diluted	133,121			132,009			133,324			131,390
Operating income before depreciation and amortization:
Operating income	$	42,375		$	59,268		$	100,570		$	112,207
Depreciation and amortization of intangibles	11,543			11,155			21,524			20,927
Amortization of stock based compensation	17,116			3,423			21,478			5,452
Operating income before depreciation and amortization	$	71,034		$	73,846		$	143,572		$	138,586

* Earnings per share may not add in certain periods due to rounding.

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MONSTER WORLDWIDE, INC.

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

	Three Months Ended June 30,						Six Months Ended June 30,
	2007			2006			2007			2006
Cash flows provided by operating activities:
Net income	$	28,616		$	39,617		$	68,098		$	81,879
Adjustments to reconcile net income to net cash provided by operating activities:
(Income) loss from discontinued operations, net of tax	299			(770		)	544			(8,615		)
Depreciation and amortization of intangibles	11,543			11,155			21,524			20,927
Provision for doubtful accounts	2,630			1,840			5,113			4,664
Non-cash compensation	17,116			3,423			21,478			5,452
Common stock issued for matching contribution to 401(k) plan	—			858			—			1,854
Deferred income taxes	(7,605		)	2,593			(5,505		)	9,329
Gain on disposal of assets	(572		)	—			(572		)	—
Loss in equity interests and other	2,966			2,284			4,386			3,519
Changes in assets and liabilities, net of business combinations:
Accounts receivable	(4,804		)	(21,388		)	20,366			(24,450		)
Prepaid and other	(4,202		)	(8,248		)	(4,204		)	(9,740		)
Deferred revenue	2,360			5,544			8,051			21,444
Accounts payable, accrued liabilities and other	7,163			24,478			(1,787		)	32,855
Net cash provided by (used for) operating activities of discontinued operations	(2,349		)	1,342			(5,332		)	5,668
Total adjustments	24,545			23,111			64,062			62,907
Net cash provided by operating activities	53,161			62,728			132,160			144,786
Cash flows used for investing activities:
Capital expenditures	(15,602		)	(16,127		)	(37,214		)	(25,543		)
Purchase of marketable securities	(317,555		)	(608,773		)	(682,586		)	(943,763		)
Sales and maturities of marketable securities	277,903			406,537			589,565			644,538
Payments for acquisitions and intangible assets, net of cash acquired	(142		)	(16,832		)	(1,806		)	(18,282		)
Investment in unconsolidated affiliate	—			—			—			(19,936		)
Net proceeds from sale of business	—			32,950						32,950
Cash funded to equity investee	(1,600		)	(4,800		)	(4,100		)	(4,800		)
Net cash used for investing activities of discontinued operations	—			—			—			(2,469		)
Net cash used for investing activities	(56,996		)	(207,045		)	(136,141		)	(337,305		)
Cash flows provided by financing activities:
Payments on capital lease obligations	—			(87		)	—			(363		)
Payments on acquisition debt	(5,552		)	(7,480		)	(21,862		)	(29,685		)
Proceeds from exercise of employee stock options	10,006			31,571			53,401			91,165
Excess tax benefits from stock option exercises	5,857			6,049			12,343			17,324
Repurchase of common stock	(6,716		)	(5,879		)	(10,042		)	(14,416		)
Structured stock repurchase, net	—			—			—			(22,758		)
Net cash provided by financing activities	3,595			24,174			33,840			41,267
Effects of exchange rates on cash	1,037			1,167			2,000			1,714
Net increase (decrease) in cash and cash equivalents	797			(118,976		)	31,859			(149,538		)
Cash and cash equivalents, beginning of period	89,742			166,035			58,680			196,597
Cash and cash equivalents, end of period	$	90,539		$	47,059		$	90,539		$	47,059
Free cash flow:
Net cash provided by operating activities	$	53,161		$	62,728		$	132,160		$	144,786
Less: Capital expenditures	(15,602		)	(16,127		)	(37,214		)	(25,543		)
Free cash flow	$	37,559		$	46,601		$	94,946		$	119,243

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MONSTER WORLDWIDE, INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

Assets:	June 30, 2007		December 31, 2006
Cash and cash equivalents	$	90,539	$	58,680
Available-for-sale securities	630,914		537,893
Accounts receivable, net	419,033		444,747
Property and equipment, net	122,077		102,402
Goodwill and intangibles, net	644,631		640,736
Other assets	203,375		185,345
Total assets	$	2,110,569	$	1,969,803
Liabilities and Stockholders’ equity:
Accounts payable, accrued expenses and other	$	278,553	$	358,850
Deferred revenue	452,196		444,145
Long-term income taxes payable	89,910		—
Other liabilities	30,169		33,459
Debt	1,972		23,664
Total liabilities	852,800		860,118
Stockholders’ equity	1,257,769		1,109,685
Total liabilities and stockholders’ equity	$	2,110,569	$	1,969,803

11

MONSTER WORLDWIDE, INC.

UNAUDITED OPERATING SEGMENT INFORMATION

(in thousands)

	MONSTER
Three Months Ended June 30, 2007	Careers— North America			Careers— International			Internet Advertising & Fees			Subtotal			Corporate Expenses			Total
Revenue	$	174,481		$	116,845		$	39,823		$	331,149					$	331,149
Operating income	54,579			12,055			5,211			71,845			$	(29,470	)	42,375
OIBDA	60,845			17,362			7,750			85,957			(14,923		)	71,034
Operating margin	31.3		%	10.3		%	13.1		%	21.7		%				12.8		%
OIBDA margin	34.9		%	14.9		%	19.5		%	26.0		%				21.5		%

	MONSTER
Three Months Ended June 30, 2006	Careers— North America			Careers— International			Internet Advertising & Fees			Subtotal			Corporate Expenses			Total
Revenue	$	162,816		$	74,374		$	37,979		$	275,169					$	275,169
Operating income	55,597			2,003			12,563			70,163			$	(10,895	)	59,268
OIBDA	61,337			7,064			14,235			82,636			(8,790		)	73,846
Operating margin	34.1		%	2.7		%	33.1		%	25.5		%				21.5		%
OIBDA margin	37.7		%	9.5		%	37.5		%	30.0		%				26.8		%

	MONSTER
Six Months Ended June 30, 2007	Careers— North America			Careers— International			Internet Advertising & Fees			Subtotal			Corporate Expenses			Total
Revenue	$	358,498		$	223,051		$	78,628		$	660,177					$	660,177
Operating income	120,457			20,016			9,515			149,988			$	(49,418	)	100,570
OIBDA	131,995			29,956			14,189			176,140			(32,568		)	143,572
Operating margin	33.6		%	9.0		%	12.1		%	22.7		%				15.2		%
OIBDA margin	36.8		%	13.4		%	18.0		%	26.7		%				21.7		%

	MONSTER
Six Months Ended June 30, 2006	Careers— North America			Careers— International			Internet Advertising & Fees			Subtotal			Corporate Expenses			Total
Revenue	$	322,814		$	138,965		$	70,426		$	532,205					$	532,205
Operating income	110,156			2,768			22,049			134,973			$	(22,766	)	112,207
OIBDA	119,989			11,788			25,843			157,620			(19,034		)	138,586
Operating margin	34.1		%	2.0		%	31.3		%	25.4		%				21.1		%
OIBDA margin	37.2		%	8.5		%	36.7		%	29.6		%				26.0		%

12

EX-99.2

Exhibit 99.2

FINANCIAL SUPPLEMENT

JUNE 30, 2007

We provide this supplement to assist investors in evaluating our Company’s financial and operating metrics.  We suggest that the notes to this supplement are read in conjunction with the financial tables.  The financial information included in this supplement contains certain non-GAAP financial measures.  These measures should be considered in addition to results prepared in accordance with GAAP, but are not a substitute for, or superior to, GAAP results.  The non-GAAP measures included in this supplement have been reconciled to the most comparable GAAP measure.  The Company intends to update the financial supplement on a quarterly basis.

1

Notes to Financial Supplement

Presentation

Stock Option Investigation

On June 12, 2006, we announced that a committee of independent directors of the Board of Directors (the “Special Committee”) assisted by independent legal counsel and outside accounting experts were conducting an independent investigation to review our historical stock option grant practices.  On December 13, 2006, we restated our historical financial statements to record additional non-cash stock based compensation charges and the related income tax effects based on the findings of the Special Committee.  We recorded these non-cash compensation charges as a component of “Corporate expenses” and did not allocate these non-cash costs to our reportable segments.  No such amounts were recorded beyond the 2005 periods, as we accelerated the vesting of all unvested outstanding stock options as of December 31, 2005 to mitigate compensation expense we would have had to record upon the effectiveness of SFAS 123R .  The restatement did not affect our statements of operations or segment results for the 2006 or 2007 periods.

Professional Fees

In the second quarter of 2007 we recorded $5.3 million of professional fees as a direct result of the ongoing stock option investigation. In addition, approximately $0.6 million of professional fees related to the stock option investigation which are included in the second quarter of 2006.  These costs were recorded as a component of “office and general” expenses and primarily relate to legal costs and other professional fees. In addition, we have incurred costs related to litigation, the informal investigation by the SEC and the investigation by the United States Attorney for the Southern District of New York.

We expect to continue to incur significant professional fees related to the ongoing stock option investigation.  While we cannot quantify or estimate the timing of these costs throughout 2007 and into the future, they primarily relate to legal fees paid on behalf of former employees and former members of senior management, fees paid in defense of shareholder litigation and potential fines, damages or settlements.

Severance

Included in our operating results for the three month period ended June 30, 2007, is approximately $15.8 million of severance charges related to executive officers who departed the Company in the second quarter of 2007.  Of the $15.8 million, approximately
$12.8 million is non-cash and relates to the acceleration of equity awards.  The severance is recorded as component of salaries and related and the acceleration of equity awards is recorded as a component of amortization of restricted stock and RSU’s in our Financial Supplement.

Certain reclassifications of prior year amounts have been made for consistent presentation.

2

(1) Non-GAAP financial measures

The information included in this financial supplement contains non-GAAP financial measures.  A non-GAAP financial measure is a numerical measure of a company’s performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles (“GAAP”).  These measures are not in accordance with or an alternative for GAAP, and may be different from non-GAAP measures reported by other companies.  The presentation of information in this financial supplement is not intended to be used in place of the financial information prepared and presented in accordance with GAAP, nor is it intended to be considered in isolation. We believe that our presentation of non-GAAP measures provide useful information to management and investors regarding certain financial and business trends relating to our financial condition and results of operations.  In addition, we use these measures for reviewing our financial results and for budgeting and planning purposes.

Operating income before depreciation and amortization (“OIBDA”) is defined as income from operations before depreciation, amortization of intangible assets and amortization of stock based compensation. We consider OIBDA to be an important indicator of our operational strength. This measure eliminates the effects of depreciation, amortization of intangible assets and amortization of stock based compensation from period to period, which we believe is useful to management and investors in evaluating our operating performance.  OIBDA is a non-GAAP measure and may not be comparable to similarly titled measures reported by other companies.

Free cash flow is defined as cash flow from operating activities less capital expenditures.  As a result of the adoption SFAS 123(R) in 2006, free cash flow amounts in 2004 and 2005 have been adjusted to exclude the income tax benefits on stock option exercises.  Free cash flow is considered a liquidity measure and provides useful information about our ability to generate cash after investments in property and equipment.  Free cash flow reflected herein is a non-GAAP measure and may not be comparable to similarly titled measures reported by other companies.  Free cash flow does not reflect the total change in our cash position for the period and should not be considered a substitute for such a measure.

(2) Selected financial ratios

We have included selected financial ratios in this financial supplement in order to assist investors to further evaluate our business.  Our definitions and calculations are as follows:

Annualized return on equity

Annualized return on equity measures our effectiveness and ability to generate future profitability on the earnings that we retain.  In addition, the ratio is a strong indicator of how well we utilize shareholders’ investments in our business.  We calculate annualized return on equity as follows:

Annualized net income / Average stockholders’ equity

Book value per share

Book value per share is a market value indicator that we utilize when analyzing our stockholders’ equity.  We calculate book value per share as follows:

Stockholders’ equity / Total shares outstanding

Cash and marketable securities per share

We calculate cash and marketable securities per share as follows:

(Cash and cash equivalents + Marketable securities) / Total shares outstanding

3

Monster Worldwide, Inc.

Statements of Operations—Non GAAP

(unaudited, in thousands, except per share amounts)

	Trended Quarterly Data																											Year to Date Data
Summary P&L Information	Q2 2005			Q3 2005			Q4 2005			Q1 2006			Q2 2006			Q3 2006			Q4 2006			Q1 2007			Q2 2007			6M 2006			6M 2007
Monster Careers	$	172,032		$	178,931		$	192,982		$	224,589		$	237,190		$	244,292		$	258,260		$	290,223		$	291,326		$	461,779		$	581,549
Internet Advertising & Fees	26,059			27,903			30,830			32,447			37,979			41,563			40,356			38,805			39,823			70,426			78,628
Revenue	198,091			206,834			223,812			257,036			275,169			285,855			298,616			329,028			331,149			532,205			660,177
Salary and related	77,510			81,820			85,819			89,524			95,439			103,895			112,172			117,985			129,037			184,963			247,022
Office and general	29,135			28,831			31,405			36,973			32,672			42,025			50,007			60,436			53,033			69,645			113,469
Marketing and promotion	47,062			46,074			53,633			65,799			73,212			68,077			66,418			78,069			78,045			139,011			156,114
OIBDA(1)	44,384			50,109			52,955			64,740			73,846			71,858			70,019			72,538			71,034			138,586			143,572
Depreciation expense	5,820			5,967			6,292			7,097			8,586			7,323			7,895			8,285			9,827			15,683			18,112
Amortization of restricted stock and RSU Plan	534			540			693			2,029			3,423			2,943			2,424			4,176			17,069			5,452			21,245
Non-cash stock option expense	2,138			6,601			425			—			—			—			—			186			47			—			233
Amortization of intangibles	2,247			2,179			2,832			2,675			2,569			1,765			1,870			1,696			1,716			5,244			3,412
Operating expenses	164,446			172,012			181,099			204,097			215,901			226,028			240,786			270,833			288,774			419,998			559,607
Operating income	33,645			34,822			42,713			52,939			59,268			59,827			57,830			58,195			42,375			112,207			100,570
Interest and other, net(2)	733			684			3,804			3,130			3,940			5,012			6,398			5,304			6,912			7,070			12,216
Income from cont. operations, pre-tax	34,378			35,506			46,517			56,069			63,208			64,839			64,228			63,499			49,287			119,277			112,786
Income taxes	12,146			13,015			16,028			20,411			22,077			22,692			22,481			22,352			17,406			42,488			39,758
Losses in equity interests, net	(367		)	(641		)	(2,180		)	(1,241		)	(2,284		)	(2,054		)	(1,517		)	(1,420		)	(2,966		)	(3,525		)	(4,386		)
Income from continuing operations	21,865			21,850			28,309			34,417			38,847			40,093			40,230			39,727			28,915			73,264			68,642
Income (loss) from disc. operations, net of tax(3)	(3,848		)	4,216			7,840			7,845			770			(123,910		)	(1,155		)	(245		)	(299		)	8,615			(544		)
Net income (loss)	$	18,017		$	26,066		$	36,149		$	42,262		$	39,617		$	(83,817	)	$	39,075		$	39,482		$	28,616		$	81,879		$	68,098
Basic earnings (loss) per share:
Income from continuing operations	$	0.18		$	0.18		$	0.23		$	0.27		$	0.30		$	0.31		$	0.31		$	0.31		$	0.22		$	0.57		$	0.53
Net income (loss)	$	0.15		$	0.21		$	0.29		$	0.33		$	0.31		$	(0.65	)	$	0.30		$	0.30		$	0.22		$	0.64		$	0.52
Diluted earnings (loss) per share:
Income from continuing operations	$	0.18		$	0.18		$	0.22		$	0.26		$	0.29		$	0.31		$	0.31		$	0.30		$	0.22		$	0.56		$	0.51
Net income (loss)	$	0.15		$	0.21		$	0.28		$	0.32		$	0.30		$	(0.64	)	$	0.30		$	0.30		$	0.21		$	0.62		$	0.51
Weighted avg. shares outstanding:
Basic shares	121,049			122,128			124,348			126,753			128,551			128,484			128,489			129,653			130,542			127,662			130,268
Diluted shares	123,181			124,757			127,418			130,619			132,009			130,827			131,209			132,464			133,121			131,390			133,324

(1)—See notes to financial supplement for further explanation of non-GAAP measures.

(2)—Interest and other, net includes a $2.1 million gain from the sale of a long-term investment and a $1.3 million gain related to an early repayment of a note associated with a disposed company in the fourth quarters of 2005 and 2006, respectively.

(3)—Loss from discontinued operations, net of tax in the third quarter of 2006 includes the write-off of $133.0 million of goodwill related to our former TMP Worldwide Advertising & Communications business in North America.

4

Monster Worldwide, Inc.

Trailing Twelve Months Statistics—Statements of Operations—Non-GAAP

(unaudited, in thousands, except per share amounts)

	Trended Quarterly Data
Summary P&L Information	Q2 2005			Q3 2005			Q4 2005			Q1 2006			Q2 2006			Q3 2006			Q4 2006			Q1 2007			Q2 2007
Monster Careers	$	620,064		$	664,718		$	708,718		$	768,534		$	833,692		$	899,053		$	964,331		$	1,029,965		$	1,084,101
Internet Advertising & Fees	97,404			101,905			109,553			117,239			129,159			142,819			152,345			158,703			160,547
Revenue	717,468			766,623			818,271			885,773			962,851			1,041,872			1,116,676			1,188,668			1,244,648
Salary and related	284,345			300,935			316,431			334,673			352,602			374,677			401,030			429,491			463,089
Office and general	108,958			113,062			118,444			126,344			129,881			143,075			161,677			185,140			205,501
Marketing and promotion	168,640			177,682			194,721			212,568			238,718			260,721			273,506			285,776			290,609
OIBDA(1)	155,525			174,944			188,675			212,188			241,650			263,399			280,463			288,261			285,449
Depreciation expense	22,264			22,410			23,838			25,176			27,942			29,298			30,901			32,089			33,330
Amortization of restricted stock and RSU Plan	2,878			2,681			2,735			3,796			6,685			9,088			10,819			12,966			26,612
Non-cash stock option expense	10,249			14,165			11,885			9,164			7,026			425			—			186			233
Amortization of intangibles	9,917			9,054			9,585			9,933			10,255			9,841			8,879			7,900			7,047
Operating expenses	607,251			639,989			677,639			721,654			773,109			827,125			886,812			953,548			1,026,421
Operating income	110,217			126,634			140,632			164,119			189,742			214,747			229,864			235,120			218,227
Interest and other, net	(620		)	572			4,830			8,351			11,558			15,886			18,480			20,654			23,626
Income from cont. operations, pre-tax	109,597			127,206			145,462			172,470			201,300			230,633			248,344			255,774			241,853
Income taxes	40,154			47,346			51,641			61,600			71,531			81,208			87,661			89,602			84,931
Losses in equity interests, net	(576		)	(1,217		)	(3,397		)	(4,429		)	(6,346		)	(7,759		)	(7,096		)	(7,275		)	(7,957		)
Income from continuing operations	68,867			78,643			90,424			106,441			123,423			141,666			153,587			158,897			148,965
Income (loss) from disc. operations, net of tax	3,428			2,642			7,770			16,053			20,671			(107,455		)	(116,450		)	(124,540		)	(125,609		)
Net income	$	72,295		$	81,285		$	98,194		$	122,494		$	144,094		$	34,211		$	37,137		$	34,357		$	23,356
Basic earnings per share:
Income from continuing operations	$	0.57		$	0.65		$	0.74		$	0.86		$	0.98		$	1.12		$	1.20		$	1.23		$	1.15
Net income	$	0.60		$	0.67		$	0.80		$	0.99		$	1.15		$	0.27		$	0.29		$	0.27		$	0.18
Diluted earnings per share:
Income from continuing operations	$	0.56		$	0.64		$	0.72		$	0.84		$	0.96		$	1.09		$	1.17		$	1.21		$	1.13
Net income	$	0.59		$	0.66		$	0.79		$	0.97		$	1.12		$	0.26		$	0.28		$	0.26		$	0.18
Weighted avg. shares outstanding:
Basic shares	119,915			120,801			122,055			123,570			125,445			127,034			128,077			128,794			129,292
Diluted shares	122,366			123,467			125,038			126,494			128,701			130,218			131,247			131,627			131,905

(1)—See notes to financial supplement for further explanation of non-GAAP measures.

5

Monster Worldwide, Inc.

Statements of Cash Flows—Non GAAP

(unaudited, in thousands, except per share amounts)

	Trended Quarterly Data																											Year to Date Data
	Q2 2005			Q3 2005			Q4 2005			Q1 2006			Q2 2006			Q3 2006			Q4 2006			Q1 2007			Q2 2007			6M 2006			6M 2007
Cash flows provided by operating activities:
Net income (loss)	$	18,017		$	26,066		$	36,149		$	42,262		$	39,617		$	(83,817	)	$	39,075		$	39,482		$	28,616		$	81,879		$	68,098
Adjustments to reconcile net income to cash provided by operating activities:
(Income) loss from discontinued operations, net of tax	3,848			(4,216		)	(7,840		)	(7,845		)	(770		)	123,910			1,155			245			299			(8,615		)	544
Depreciation and amortization	8,067			8,146			9,124			9,772			11,155			9,088			9,765			9,981			11,543			20,927			21,524
Provision for doubtful accounts	1,750			2,781			1,807			2,824			1,840			1,841			2,550			2,483			2,630			4,664			5,113
Tax benefit on stock based compensation(2)	1,100			(428		)	12,180			—			—			—			—			—			—			—			—
Non cash compensation	2,405			7,086			640			2,029			3,423			2,943			2,424			4,362			17,116			5,452			21,478
Common stock issued for matching contribution to 401(k) plan and other	1,264			835			973			996			858			—			—			—			—			1,854			—
Deferred income taxes	1,973			4,543			9,762			6,736			2,593			(815		)	2,267			2,100			(7,605		)	9,329			(5,505		)
Gain on disposal of assets	—			—			—			—			—			—			—			—			(572		)	—			(572		)
Loss in equity interests and other	359			366			2,641			1,235			2,284			2,056			1,522			1,420			2,966			3,519			4,386
Changes in assets and liabilities, net of business combinations:
Accounts receivable	(4,675		)	(14,099		)	(75,510		)	(3,062		)	(21,388		)	(24,072		)	(122,790		)	25,170			(4,804		)	(24,450		)	20,366
Prepaid and other	(11,997		)	1,800			(8,617		)	(1,492		)	(8,248		)	(14,542		)	2,465			(2		)	(4,202		)	(9,740		)	(4,204		)
Deferred revenue	3,449			2,195			79,779			15,900			5,544			(2,328		)	97,440			5,691			2,360			21,444			8,051
Accounts payable, accrued expenses and other liabilities	20,339			24,301			(6,443		)	8,377			24,478			48,418			12,739			(8,950		)	7,163			32,855			(1,787		)
Net cash provided by (used for) operating activities of discontinued operations	7,023			6,960			6,304			4,326			1,342			16,168			(4,053		)	(2,983		)	(2,349		)	5,668			(5,332		)
Total adjustments	34,905			40,270			24,800			39,796			23,111			162,667			5,484			39,517			24,545			62,907			64,062
Net cash provided by operating activities	52,922			66,336			60,949			82,058			62,728			78,850			44,559			78,999			53,161			144,786			132,160
Cash flows provided by (used for) investing activities:
Capital expenditures	(6,240		)	(7,236		)	(14,983		)	(9,416		)	(16,127		)	(12,825		)	(17,238		)	(21,612		)	(15,602		)	(25,543		)	(37,214		)
Purchase of marketable securities	—			—			(118,461		)	(334,990		)	(608,773		)	(404,703		)	(373,959		)	(365,031		)	(317,555		)	(943,763		)	(682,586		)
Sale and maturities of marketable securities	—			—			—			238,001			406,537			321,390			342,351			311,662			277,903			644,538			589,565
Payments for acquisitions and intangible assets, net of cash acquired	(1,140		)	(884		)	(96,598		)	(1,450		)	(16,832		)	(631		)	(688		)	(1,664		)	(142		)	(18,282		)	(1,806		)
Investment in unconsolidated affiliate	—			—			—			(19,936		)	—			—			—			—			—			(19,936		)	—
Sale of long-term investment	—			125			2,713			—			—			—			—			—			—			—			—
Net proceeds from sale of business	50,181			(658		)	1,000			—			32,950			36,205			—			—			—			32,950			—
Cash funded to equity investee	—			—			—			—			(4,800		)	(2,400		)	(2,800		)	(2,500		)	(1,600		)	(4,800		)	(4,100		)
Net cash used for investing activities of discontinued operations	(1,572		)	(1,307		)	(727		)	(2,469		)	—			(455		)	—			—			—			(2,469		)	—
Net cash provided by (used for) investing activities	41,229			(9,960		)	(227,056		)	(130,260		)	(207,045		)	(63,419		)	(52,334		)	(79,145		)	(56,996		)	(337,305		)	(136,141		)
Cash flows provided by financing activities:
Net borrowings (payments) under line of credit and capital lease obligations	(1,328		)	(302		)	323			(276		)	(87		)	(130		)	322			—			—			(363		)	—
Payments on acquisition debt	(5,688		)	(1,381		)	—			(22,205		)	(7,480		)	—			440			(16,310		)	(5,552		)	(29,685		)	(21,862		)
Proceeds from the exercise of employee stock options	10,733			23,323			57,317			59,594			31,571			60			1,038			43,395			10,006			91,165			53,401
Excess tax benefits from stock option exercises(2)	—			—			—			11,275			6,049			16			632			6,486			5,857			17,324			12,343
Repurchase of common stock	(1,398		)	—			(7,906		)	(8,537		)	(5,879		)	—			(318		)	(3,326		)	(6,716		)	(14,416		)	(10,042		)
Structured stock repurchase, net	—			—			—			(22,758		)	—			—			—			—			—			(22,758		)	—
Net cash provided by (used for) financing activities	2,319			21,640			49,734			17,093			24,174			(54		)	2,114			30,245			3,595			41,267			33,840
Effects of exchange rates on cash	(1,577		)	(125		)	(739		)	547			1,167			352			1,553			963			1,037			1,714			2,000
													—
Net increase (decrease) in cash and cash equivalents	94,893			77,891			(117,112		)	(30,562		)	(118,976		)	15,729			(4,108		)	31,062			797			(149,538		)	31,859
Cash and cash equivalents, beginning of period	140,925			235,818			313,709			196,597			166,035			47,059			62,788			58,680			89,742			196,597			58,680
Cash and cash equivalents, end of period	$	235,818		$	313,709		$	196,597		$	166,035		$	47,059		$	62,788		$	58,680		$	89,742		$	90,539		$	47,059		$	90,539
Free cash flow(1):
Net cash provided by operating activities	$	52,922		$	66,336		$	60,949		$	82,058		$	62,728		$	78,850		$	44,559		$	78,999		$	53,161		$	144,786		$	132,160
Less: Tax benefit on stock option exercises	(1,100		)	428			(12,180		)	—			—			—			—			—			—			—			—
Less: Capital expenditures	(6,240		)	(7,236		)	(14,983		)	(9,416		)	(16,127		)	(12,825		)	(17,238		)	(21,612		)	(15,602		)	(25,543		)	(37,214		)
Free cash flow	$	45,582		$	59,528		$	33,786		$	72,642		$	46,601		$	66,025		$	27,321		$	57,387		$	37,559		$	119,243		$	94,946

(1)—See notes to financial supplement for further explanation of non-GAAP measures.

(2)—The Company adopted SFAS 123R on January 1, 2006 using the modified prospective method.  The Company did not restate 2005 periods as a result of the adoption.

6

Monster Worldwide, Inc.

Consolidated Condensed Balance Sheets

(unaudited, in thousands, except selected financial ratios)

	Trended Quarterly Data
ASSETS
	Q2 2005			Q3 2005			Q4 2005			Q1 2006			Q2 2006			Q3 2006			Q4 2006			Q1 2007			Q2 2007
Current asstes:
Cash and cash equivalents	$	235,818		$	313,709		$	196,597		$	166,035		$	47,059		$	62,788		$	58,680		$	89,742		$	90,539
Available-for-sale securities	—			—			123,747			221,019			422,972			506,285			537,893			591,262			630,914
Accounts receivable, net	172,785			184,101			258,848			259,086			278,870			324,507			444,747			417,329			419,033
Prepaid and other	48,227			45,852			54,651			58,242			63,565			77,937			82,488			89,650			100,233
Current assets of discontinued operations	150,494			144,994			139,216			129,844			90,864			—			—			—			—
Total current assets	607,324			688,656			773,059			834,226			903,330			971,517			1,123,808			1,187,983			1,240,719
Property and equipment, net	70,736			72,279			80,977			83,302			89,243			94,150			102,402			115,729			122,077
Goodwill	433,602			429,835			521,717			531,497			567,677			570,272			589,041			590,553			595,850
Intangibles, net	47,824			50,312			55,602			53,509			54,569			53,067			51,695			50,262			48,781
Investment in unconsolidated affiliates	49,351			48,935			46,758			65,480			63,196			61,142			59,625			57,748			54,782
Other assets	26,437			26,280			29,755			30,363			46,018			49,156			43,232			55,540			48,360
Long-term assets of discontinued operations	172,343			172,938			170,847			171,191			139,266			—			—			—			—
Total assets	$	1,407,617		$	1,489,235		$	1,678,715		$	1,769,568		$	1,863,299		$	1,799,304		$	1,969,803		$	2,057,815		$	2,110,569
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable, accrued expenses and other	$	219,459		$	244,952		$	249,464		$	255,812		$	288,031		$	350,250		$	358,850		$	279,032		$	278,553
Deferred revenue	244,568			246,763			327,429			343,329			349,034			346,706			444,145			449,836			452,196
Current portion of long-term debt	26,572			29,903			31,378			21,789			18,635			18,507			23,249			7,074			1,660
Current liabilities of discontinued operations	117,143			106,010			97,674			88,855			46,028			—			—			—			—
Total current liabilities	607,742			627,628			705,945			709,785			701,728			715,463			826,244			735,942			732,409
Long-term debt, less current portion	14,363			14,805			15,678			3,093			2,185			2,152			415			395			312
Long-term income taxes payable	—			—			—			—			—			—			—			84,480			89,910
Other liabilities	4,043			8,934			23,615			30,481			34,812			34,454			33,459			39,496			30,169
Long-term liabilities of discontinued operations	171			155			137			—			—			—			—			—			—
Total liabilities	626,319			651,522			745,375			743,359			738,725			752,069			860,118			860,313			852,800
Common stock and class B common stock	122			124			127			129			131			131			131			131			131
Additional paid-in capital	1,454,362			1,485,236			1,548,936			1,592,077			1,629,378			1,632,246			1,636,023			1,687,407			1,713,670
Accumulated other comprehensive income	40,267			39,740			35,515			42,979			64,424			68,034			87,632			87,708			93,096
Retained earnings (deficit)	(713,453		)	(687,387		)	(651,238		)	(608,976		)	(569,359		)	(653,176		)	(614,101		)	(577,744		)	(549,128		)
Total stockholders’ equity	781,298			837,713			933,340			1,026,209			1,124,574			1,047,235			1,109,685			1,197,502			1,257,769
Total liabilities and stockholders’ equity	$	1,407,617		$	1,489,235		$	1,678,715		$	1,769,568		$	1,863,299		$	1,799,304		$	1,969,803		$	2,057,815		$	2,110,569
Selected Financial Ratios(2)
—Annualized return on equity	9.2		%	12.9		%	16.3		%	17.3		%	14.7		%	-30.9		%	14.5		%	13.7		%	9.3		%
—Book value per share	$	6.43		$	6.77		$	7.44		$	8.01		$	8.75		$	8.15		$	8.63		$	9.19		$	9.60
—Cash and marketable securities per share	$	1.94		$	2.54		$	2.55		$	3.02		$	3.66		$	4.43		$	4.64		$	5.23		$	5.51

(2)—See notes to financial supplement for definitions and calculations of selected financial ratios.

7

Monster Worldwide, Inc.

Segment Information and Margin Analysis—Non-GAAP

(unaudited, in thousands)

	Trended Quarterly Data																											Year to Date Data
	Q2 2005			Q3 2005			Q4 2005			Q1 2006			Q2 2006			Q3 2006			Q4 2006			Q1 2007			Q2 2007			6M 2006			6M 2007
Segment revenue:
Monster Careers—North America	$	126,152		$	134,094		$	137,798		$	159,998		$	162,816		$	166,910		$	168,327		$	184,017		$	174,481		$	322,814		$	358,498
Monster Careers—International	45,880			44,837			55,184			64,591			74,374			77,382			89,933			106,206			116,845			138,965			223,051
Monster Careers revenue	$	172,032		$	178,931		$	192,982		$	224,589		$	237,190		$	244,292		$	258,260		$	290,223		$	291,326		$	461,779		$	581,549
Internet Advertising & Fees revenue	26,059			27,903			30,830			32,447			37,979			41,563			40,356			38,805			39,823			70,426			78,628
Consolidated revenue	$	198,091		$	206,834		$	223,812		$	257,036		$	275,169		$	285,855		$	298,616		$	329,028		$	331,149		$	532,205		$	660,177
Segment OIBDA(1):
Monster Careers—North America	$	45,309		$	50,984		$	49,974		$	58,652		$	61,337		$	62,114		$	64,984		$	71,150		$	60,845		$	119,989		$	131,995
Monster Careers—International	(777		)	92			3,580			4,724			7,064			8,248			13,001			12,594			17,362			11,788			29,956
Monster Careers OIBDA(1)	$	44,532		$	51,076		$	53,554		$	63,376		$	68,401		$	70,362		$	77,985		$	83,744		$	78,207		$	131,777		$	161,951
Internet Advertising & Fees OIBDA(1)	9,187			9,557			11,915			11,608			14,235			13,504			12,849			6,439			7,750			25,843			14,189
Total Monster OIBDA(1)	$	53,719		$	60,633		$	65,469		$	74,984		$	82,636		$	83,866		$	90,834		$	90,183		$	85,957		$	157,620		$	176,140
Corporate expenses before D&A(1)	$	(9,335	)	$	(10,524	)	$	(12,514	)	$	(10,244	)	$	(8,790	)	$	(12,008	)	$	(20,815	)	$	(17,645	)	$	(14,923	)	$	(19,034	)	$	(32,568	)
Segment operating income (loss)(1):
Monster Careers—North America	$	41,100		$	46,735		$	45,769		$	54,559		$	55,597		$	57,193		$	59,853		$	65,878		$	54,579		$	110,156		$	120,457
Monster Careers—International	(3,217		)	(2,367		)	285			765			2,003			4,997			9,658			7,961			12,055			2,768			20,016
Monster Careers operating income	$	37,883		$	44,368		$	46,054		$	55,324		$	57,600		$	62,190		$	69,511		$	73,839		$	66,634		$	112,924		$	140,473
Internet Advertising & Fees operating income	8,046			8,407			10,656			9,486			12,563			11,843			11,170			4,304			5,211			22,049			9,515
Total Monster operating income	$	45,929		$	52,775		$	56,710		$	64,810		$	70,163		$	74,033		$	80,681		$	78,143		$	71,845		$	134,973		$	149,988
Corporate expenses	$	(12,284	)	$	(17,953	)	$	(13,997	)	$	(11,871	)	$	(10,895	)	$	(14,206	)	$	(22,851	)	$	(19,948	)	$	(29,470	)	$	(22,766	)	$	(49,418	)
Margin Analysis:
Monster Careers—North America OIBDA margin	35.9		%	38.0		%	36.3		%	36.7		%	37.7		%	37.2		%	38.6		%	38.7		%	34.9		%	37.2		%	36.8		%
Monster Careers—North America operating margin	32.6		%	34.9		%	33.2		%	34.1		%	34.1		%	34.3		%	35.6		%	35.8		%	31.3		%	34.1		%	33.6		%
Monster Careers—International OIBDA margin	–1.7		%	0.2		%	6.5		%	7.3		%	9.5		%	10.7		%	14.5		%	11.9		%	14.9		%	8.5		%	13.4		%
Monster Careers—International operating margin	–7.0		%	–5.3		%	0.5		%	1.2		%	2.7		%	6.5		%	10.7		%	7.5		%	10.3		%	2.0		%	9.0		%
Monster Careers OIBDA margin	25.9		%	28.5		%	27.8		%	28.2		%	28.8		%	28.8		%	30.2		%	28.9		%	26.8		%	28.5		%	27.8		%
Monster Careers operating margin	22.0		%	24.8		%	23.9		%	24.6		%	24.3		%	25.5		%	26.9		%	25.4		%	22.9		%	24.5		%	24.2		%
Internet Advertising & Fees OIBDA margin	35.3		%	34.3		%	38.6		%	35.8		%	37.5		%	32.5		%	31.8		%	16.6		%	19.5		%	36.7		%	18.0		%
Internet Advertising & Fees operating margin	30.9		%	30.1		%	34.6		%	29.2		%	33.1		%	28.5		%	27.7		%	11.1		%	13.1		%	31.3		%	12.1		%
Consolidated OIBDA margin	22.4		%	24.2		%	23.7		%	25.2		%	26.8		%	25.1		%	23.4		%	22.0		%	21.5		%	26.0		%	21.7		%
Consolidated operating margin	17.0		%	16.8		%	19.1		%	20.6		%	21.5		%	20.9		%	19.4		%	17.7		%	12.8		%	21.1		%	15.2		%

(1)—See notes to financial supplement for further explanation of non-GAAP measures.

8

Monster Worldwide, Inc.

Geographic Information and Employee Data—Non-GAAP

(unaudited, in thousands)

	Trended Quarterly Data																											Year to Date Data
	Q2 2005			Q3 2005			Q4 2005			Q1 2006			Q2 2006			Q3 2006			Q4 2006			Q1 2007			Q2 2007			6M 2006			6M 2007
Consolidated revenue by geographic region:
North America	$	152,211		$	161,997		$	168,628		$	192,445		$	200,795		$	208,473		$	208,683		$	222,822		$	214,304		$	393,240		$	437,126
International	45,880			44,837			55,184			64,591			74,374			77,382			89,933			106,206			116,845			138,965			223,051
Consolidated revenue	$	198,091		$	206,834		$	223,812		$	257,036		$	275,169		$	285,855		$	298,616		$	329,028		$	331,149		$	532,205		$	660,177
Consolidated OIBDA by geographic region:
North America	$	54,496		$	60,541		$	61,889		$	70,260		$	75,572		$	75,618		$	77,833		$	77,589		$	68,595		$	145,832		$	146,184
International	(777		)	92			3,580			4,724			7,064			8,248			13,001			12,594			17,362			11,788			29,956
Corporate	(9,335		)	(10,524		)	(12,514		)	(10,244		)	(8,790		)	(12,008		)	(20,815		)	(17,645		)	(14,923		)	(19,034		)	(32,568		)
Consolidated OIBDA(1)	$	44,384		$	50,109		$	52,955		$	64,740		$	73,846		$	71,858		$	70,019		$	72,538		$	71,034		$	138,586		$	143,572
Consolidated operating income (loss) by geographic region:
North America	$	49,146		$	55,142		$	56,425		$	64,045		$	68,160		$	69,036		$	71,023		$	70,182		$	59,790		$	132,205		$	129,972
International	(3,217		)	(2,367		)	285			765			2,003			4,997			9,658			7,961			12,055			2,768			20,016
Corporate	(12,284		)	(17,953		)	(13,997		)	(11,871		)	(10,895		)	(14,206		)	(22,851		)	(19,948		)	(29,470		)	(22,766		)	(49,418		)
Consolidated operating income	$	33,645		$	34,822		$	42,713		$	52,939		$	59,268		$	59,827		$	57,830		$	58,195		$	42,375		$	112,207		$	100,570
Employee Data:
Global employees (ones)	3,216			3,347			3,537			3,785			4,214			4,632			4,854			5,321			5,476			4,214			5,476
Annualized revenue per average employee	$	253.2		$	252.1		$	260.1		$	280.8		$	275.2		$	258.5		$	251.8		$	258.7		$	245.4		$	275.2		$	245.4

(1)—See notes to financial supplement for further explanation of non-GAAP measures.

9

Monster Worldwide, Inc.

Statements of Operations—Non GAAP

(unaudited)

	Trended Quarterly Data																		Year to Date Data
Summary P&L Information	Q2 2005		Q3 2005		Q4 2005		Q1 2006		Q2 2006		Q3 2006		Q4 2006		Q1 2007		Q2 2007		6M 2006		6M 2007
Monster Careers	86.8	%	86.5	%	86.2	%	87.4	%	86.2	%	85.5	%	86.5	%	88.2	%	88.0	%	86.8	%	88.1	%
Internet Advertising & Fees	13.2	%	13.5	%	13.8	%	12.6	%	13.8	%	14.5	%	13.5	%	11.8	%	12.0	%	13.2	%	11.9	%
Revenue	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%
Salary and related	39.1	%	39.6	%	38.3	%	34.8	%	34.7	%	36.3	%	37.6	%	35.9	%	39.0	%	34.8	%	37.4	%
Office and general	14.7	%	13.9	%	14.0	%	14.4	%	11.9	%	14.7	%	16.7	%	18.4	%	16.0	%	13.1	%	17.2	%
Marketing and promotion	23.8	%	22.3	%	24.0	%	25.6	%	26.6	%	23.8	%	22.2	%	23.7	%	23.6	%	26.1	%	23.6	%
OIBDA(1)	22.4	%	24.2	%	23.7	%	25.2	%	26.8	%	25.1	%	23.4	%	22.0	%	21.5	%	26.0	%	21.7	%
Depreciation expense	2.9	%	2.9	%	2.8	%	2.8	%	3.1	%	2.6	%	2.6	%	2.5	%	3.0	%	2.9	%	2.7	%
Amortization of restricted stock and RSU Plan	0.3	%	0.3	%	0.3	%	0.8	%	1.2	%	1.0	%	0.8	%	1.3	%	5.2	%	1.0	%	3.2	%
Non-cash stock option expense	1.1	%	3.2	%	0.2	%	0.0	%	0.0	%	0.0	%	0.0	%	0.1	%	0.0	%	0.0	%	0.0	%
Amortization of intangibles	1.1	%	1.1	%	1.3	%	1.0	%	0.9	%	0.6	%	0.6	%	0.5	%	0.5	%	1.0	%	0.5	%
Operating expenses	83.0	%	83.2	%	80.9	%	79.4	%	78.5	%	79.1	%	80.6	%	82.3	%	87.2	%	78.9	%	84.8	%
Operating income	17.0	%	16.8	%	19.1	%	20.6	%	21.5	%	20.9	%	19.4	%	17.7	%	12.8	%	21.1	%	15.2	%
Interest and other, net	0.4	%	0.3	%	1.7	%	1.2	%	1.4	%	1.8	%	2.1	%	1.6	%	2.1	%	1.3	%	1.9	%
Income from cont. operations, pre-tax	17.4	%	17.2	%	20.8	%	21.8	%	23.0	%	22.7	%	21.5	%	19.3	%	14.9	%	22.4	%	17.1	%
Income taxes	6.1	%	6.3	%	7.2	%	7.9	%	8.0	%	7.9	%	7.5	%	6.8	%	5.3	%	8.0	%	6.0	%
Losses in equity interests, net	–0.2	%	–0.3	%	–1.0	%	–0.5	%	–0.8	%	–0.7	%	–0.5	%	–0.4	%	–0.9	%	–0.7	%	–0.7	%
Income from continuing operations	11.0	%	10.6	%	12.6	%	13.4	%	14.1	%	14.0	%	13.5	%	12.1	%	8.7	%	13.8	%	10.4	%
Income (loss) from disc. operations, net of tax	–1.9	%	2.0	%	3.5	%	3.1	%	0.3	%	–43.3	%	–0.4	%	–0.1	%	–0.1	%	1.6	%	–0.1	%
Net income	9.1	%	12.6	%	16.2	%	16.4	%	14.4	%	-29.3	%	13.1	%	12.0	%	8.6	%	15.4	%	10.3	%

(1)—See notes to financial supplement for further explanation of non-GAAP measures.

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