X0201 4 1998-07-09 0 0000778426 AEGIS COMMUNICATIONS GROUP INC AGIS 0001050779 THAYER EQUITY INVESTORS III LP 1455 PENNSYLVANIA AVENUE NW SUITE 350 WASHINGTON DC 20004 0 0 1 0 0001237511 TC EQUITY PARTNERS LLC 1455 PENNSYLVANIA AVE NW STE 350 WASHINGTON DC 20004 0 0 1 0 0000938919 MALEK FREDERIC V C/O THAYER CAPITAL PARTNERS 1455 PENNSYLVANIA AVENUE NW; STE 350 WASHINGTON DC 20004 1 0 1 0 0001203479 RICKERTSEN CARL J C/O THAYER CAPITAL PARTNERS 1455 PENNSYLVANIA AVENUE NW; SUITE 350 WASHINGTON DC 20004 0 0 1 0 0001183702 STERN PAUL G C/O ARLINGTON CAPITAL PARTNERS 600 NEW HAMPSHIRE AVENUE NW WASHINGTON DC 20037 0 0 1 0 Series D Preferred Stock 0 2003-07-31 4 J 0 1773.74 0 A 2003-07-31 1988-08-08 Common Stock 88687.21 141003.12 D Series E Preferred Stock 0 2003-07-31 4 J 0 753.9 0 A 2003-07-31 1988-08-08 Common Stock 31743.13 59930.94 D 12% Convertible Promissory Notes due 2004 1.15 2003-07-31 4 J 0 97547.08 0 A 2003-07-31 1988-08-08 Common Stock 84823.55 9537586.64 D Each share of Series D Preferred Stock is convertible into fifty shares of the Issuer's Common Stock at any time at the option of the holder. These securities were issued to the reporting person in payment of the Issuer's obligation to pay dividends to the reporting person. Immediately These securities are held directly by Thayer Equity Investors III, L.P. ("Thayer III"). TC Equity Partners, L.L.C. ("TC Equity") is the general partner of Thayer III. Each of Frederic V. Malek, Carl J. Rickertsen and Paul G. Stern is a managing member of TC Equity. All of the foregoing other than Thayer III disclaim beneficial ownership of these securities except to the extent of their pecuniary interest therein, and the filing of this report by them shall not be deemed an admission that any of them is the beneficial owner of these securities for the purposes of Section 16 or for any other purpose. Each share of Series E Preferred Stock is convertible into approximately 42.105 shares of the Issuer's Common Stock at any time at the option of the holder. These securities were issued to the reporting person by the issuer as payment of interest accrued on a promissory note. By TC Equity Partners, L.L.C., its general partner 2003-08-04 Barry E. Johnson, Authorized Person, Secretary, Treasurer & CFO 2003-08-04 Barry E. Johnson, by power of attorney for Frederic V. Malek 2003-08-04 Barry E. Johnson, by power of attorney for Carl J. Rickertsen 2003-08-04 Barry E. Johnson, by power of attorney for Paul G. Stern 2003-08-04