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Index to Financial Information:

Unaudited Pro Forma Consolidated Balance Sheet as of September 30, 2003		2

Unaudited Pro Forma Consolidated Statement of Income for the year ended June 30, 2003		3

Unaudited Pro Forma Consolidated Statement of Income for the three months ended September 30, 2003		4

Notes to Unaudited Pro Forma Consolidated Financial Statements		5

The following unaudited pro forma consolidated financial statements give effect to the sale of the majority of our federal government business to Lockheed Martin Corporation (“LMT”) for approximately $658 million, which includes $70 million payable pursuant to a five-year noncompetition agreement (the “LMT Sale”). The unaudited pro forma consolidated balance sheet as of September 30, 2003 set forth below presents the financial position of Affiliated Computer Services, Inc. and subsidiaries (“ACS”) as if the LMT Sale had occurred on September 30, 2003. The unaudited pro forma consolidated statements of income for the fiscal year ended June 30, 2003 and the three months ended September 30, 2003 set forth herein present the results of operations of ACS for such periods as if the LMT Sale had occurred on July 1, 2002. The preliminary gain on the LMT Sale is not reflected in the unaudited pro forma consolidated statements of income as the gain is considered a non-recurring item. The unaudited pro forma consolidated balance sheet reflects the ACS unaudited consolidated balance sheet as of September 30, 2003, less the assets transferred in the LMT Sale, with appropriate adjustments. The unaudited pro forma consolidated statements of income for the fiscal year ended June 30, 2003 and the three months ended September 30, 2003 reflect the consolidated income statements of ACS for the same periods, less the operations of the divested business, with appropriate adjustments.

Concurrent with the sale of the majority of the ACS federal business to LMT, ACS purchased the commercial information technology outsourcing business of LMT for $107 million. This acquisition is not considered material to our results of operations; therefore, no pro forma information is presented.

Documents to complete the LMT Sale were signed on November 24, 2003 and the funding of the sale occurred on November 25, 2003. The pro forma adjustments have been prepared on the basis of preliminary assumptions and estimates. The pro forma adjustments represent ACS’ preliminary determinations of these adjustments and are based on available information and certain assumptions ACS considers reasonable under the circumstances. Final amounts could differ from those set forth herein, and, among other things, are subject to finalization of a third party valuation of the five-year non-compete agreement. The unaudited pro forma consolidated financial statements may not be indicative of the results of operations that would have been achieved if the LMT Sale had been effected on the dates indicated or which may be achieved in the future. The unaudited pro forma consolidated financial statements and notes thereto should be read in conjunction with “Selected Consolidated Financial Data”, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the consolidated financial statements of ACS appearing in ACS’ Annual Report on Form 10-K for the year ended June 30, 2003, and ACS’ Quarterly Report on Form 10-Q for the quarter ended September 30, 2003.

AFFILIATED COMPUTER SERVICES, INC. AND SUBSIDIARIES
UNAUDITED PRO FORMA CONSOLIDATED BALANCE SHEET
(Dollars in millions)


									Pro Forma
			September 30,						September 30,
			2003			Pro Forma			2003
			(Unaudited)			Adjustments			(Unaudited)

ASSETS:
Current Assets:
	Cash and cash equivalents		$	36.4		$	589.7	(a)	$	626.1
	Accounts receivable, net			759.1			1.7	(b)		760.8
	Inventory			6.6			—			6.6
	Other current assets			88.0			(1.3	) (c)		86.7
	Assets held for sale			349.3			(349.3	) (b)		—

		Total current assets		1,239.4			240.8			1,480.2

	Property, equipment and software, net			440.0			—			440.0
	Intangibles, net			255.6			—			255.6
	Goodwill, net			1,764.2			—			1,764.2
	Other long-term assets			68.5			—			68.5

		Total Assets	$	3,767.7		$	240.8		$	4,008.5

LIABILITIES:
Current Liabilities:
	Accounts payable		$	45.1		$	—		$	45.1
	Accrued compensation and benefits			77.6			4.9	(c)		82.5
	Other accrued liabilities			259.9			12.5	(c)		272.4
	Income taxes payable			31.6			108.8	(d)		140.4
	Deferred taxes			34.4			—			34.4
	Current portion of long-term debt			2.2			—			2.2
	Current portion of unearned revenue			42.5			—			42.5
	Liabilities related to assets held for sale			66.7			(66.7	) (b)		—

		Total current liabilities		560.0			59.5			619.5

	Convertible notes			317.0			—			317.0
	Long-term debt			190.2			—			190.2
	Deferred taxes			180.4			—			180.4
	Other long-term liabilities			35.3			—			35.3

		Total Liabilities		1,282.9			59.5			1,342.4

Stockholders’ equity:
	Common stock			1.3			—			1.3
	Additional paid-in capital			1,364.1			—			1,364.1
	Accumulated other comprehensive income, net			(2.1	)		—			(2.1	)
	Retained earnings			1,157.2			181.3	(e)		1,338.5
	Treasury stock			(35.7	)		—			(35.7	)

		Total stockholders’ equity		2,484.8			181.3			2,666.1

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY			$	3,767.7		$	240.8		$	4,008.5

AFFILIATED COMPUTER SERVICES, INC. AND SUBSIDIARIES
UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF INCOME
FOR THE YEAR ENDED JUNE 30, 2003
(In millions, except per share amounts)


			ACS
			Historical		Pro Forma			Pro Forma
			(Audited)		Adjustments			(Unaudited)

Revenues			$	3,787.2	$	(666.1	)(f)(g)	$	3,121.1

Expenses:
Wages and benefits				1,717.0		(348.0	)(f)		1,369.0
Services and supplies				994.4		(234.0	)(f)		760.4
Rent, lease and maintenance				351.9		(18.8	)(f)		333.1
Depreciation and amortization				152.1		(21.4	)(f)		130.7
Other operating expenses				52.6		(0.9	)(f)		51.7

		Total operating expenses		3,268.0		(623.1	)		2,644.9

	Operating income			519.2		(43.0	)		476.2

Interest expense				25.2		—			25.2
Other non-operating expense, net				3.1		—			3.1

	Pretax profit			490.9		(43.0	)		447.9

Income tax expense				184.1		(16.1	)(h)		168.0

Net income			$	306.8	$	(26.9	)	$	279.9

Earnings per common share:
		Basic	$	2.32				$	2.11
		Diluted	$	2.20				$	2.01
Shares used in computing earnings per common share:
		Basic		132,445					132,445
		Diluted		143,430					143,430

AFFILIATED COMPUTER SERVICES, INC. AND SUBSIDIARIES
UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF INCOME
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2003
(In millions, except per share amounts)


			ACS
			Historical			Pro Forma			Pro Forma
			(Unaudited)			Adjustments			(Unaudited)

Revenues			$	1,036.6		$	(172.5	)(f)(g)	$	864.1

Expenses:
Wages and benefits				477.1			(87.6	)(f)		389.5
Services and supplies				265.0			(60.3	)(f)		204.7
Rent, lease and maintenance				95.9			(5.4	)(f)		90.5
Depreciation and amortization				41.4			(1.8	)(f)		39.6
Other operating expenses				13.3			(1.2	)(f)		12.1

		Total operating expenses		892.7			(156.3	)		736.4

	Operating income			143.9			(16.2	)		127.7

Interest expense				5.2			—			5.2
Other non-operating (income), net				(0.2	)		—			(0.2	)

	Pretax profit			138.9			(16.2	)		122.7

Income tax expense				52.1			(6.1	)(h)		46.0

Net income			$	86.8		$	(10.1	)	$	76.7

Earnings per common share:
		Basic	$	0.65					$	0.58
		Diluted	$	0.62					$	0.55
Shares used in computing earnings per common share:
		Basic		133,235						133,235
		Diluted		143,960						143,960

AFFILIATED COMPUTER SERVICES, INC. AND SUBSIDIARIES
NOTES TO THE UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS

On November 24, 2003, Affiliated Computer Services, Inc. (“ACS”) signed the documents to complete the sale of the majority of its federal operations to Lockheed Martin Corporation (“LMT”) and such sale was funded on November 25, 2003. Under the terms of the agreement, ACS received $588 million at closing. ACS also entered into a five-year noncompetition agreement with LMT which prohibits ACS from offering services or products related to the divested business (see Note 4). The definitive agreements executed in connection with the divestiture contain normal and customary indemnification provisions, which could result in liability (subject to certain limitations) to ACS upon the occurrence of certain events.

The unaudited pro forma consolidated balance sheet presents the financial position of ACS excluding the divested operations as of September 30, 2003 assuming the sale had occurred as of that date. The unaudited pro forma consolidated statements of income are presented for the year ended June 30, 2003 and for the three months ended September 30, 2003, assuming the sale had occurred on July 1, 2002.

The unaudited historical consolidated statement of income for the three months ended September 30, 2003 reflects the cessation of approximately $4.3 million ($2.7 million, net of tax) of depreciation and amortization related to the long-lived assets classified as held for sale.

The unaudited pro forma consolidated balance sheet reflects the sale of the majority of ACS’ federal operations to LMT for an aggregate cash purchase price of $588 million less transaction costs. Pro forma adjustments to the balance sheet reflect:

(a)

Receipt of cash consideration of $588 million, plus the assumption by LMT of outstanding checks issued by the divested business of $3 million, less certain compensation payments of $1 million.

(b)

Elimination of $348 million in assets and $67 million of liabilities of the divested federal operations, previously reflected as held for sale.

(c)

Transaction related expenses associated with the sale of approximately $18.7 million.

(d)

Income taxes payable resulting from the sale at an estimated effective tax rate of 37.5%. The estimated rate is based on preliminary assumptions, estimates, and available information ACS considers reasonable under the circumstances.

(f)

Adjustment to eliminate revenue and expenses related to the federal business that was divested.

(g)

Includes $14 million annually, $3.5 million per quarter, of revenue attributable to the noncompetition agreement between ACS and LMT.

ACS entered into a five-year noncompetition agreement with LMT that generally prohibits ACS from offering services or products related to the divested business.

The noncompetition agreement provides that ACS shall receive $3.5 million per quarter over the five-year agreement, for a total of $70 million.

The following table sets forth the computation of basic and diluted earnings per share (in millions except per share amounts):


		Three Months ended				Year ended
		September 30, 2003				June 30, 2003

		Historical		Pro Forma		Historical		Pro Forma

Numerator:
Numerator for basic earnings per share -
	Income available to common stockholders	$	86.8	$	76.7	$	306.8	$	279.9
Effect of dilutive securities:
	Interest on 3.5 % convertible debt (net of tax)		2.1		2.1		8.2		8.2

Numerator for diluted earnings per share-
	Income available to common stockholders	$	88.9	$	78.8	$	315.0	$	288.1

Denominator:
Weighted average shares outstanding			133.2		133.2		132.4		132.4
Effect of dilutive securities:
	3.5% convertible debt		7.3		7.3		7.3		7.3
	Stock options		3.4		3.4		3.7		3.7

Total potential common shares			10.7		10.7		11.0		11.0

Denominator for weighted average diluted shares			143.9		143.9		143.4		143.4

Earnings per common share (basic)		$	.65	$	.58	$	2.32	$	2.11

Earnings per common share assuming dilution		$	.62	$	.55	$	2.20	$	2.01