X0202 4 2004-09-28 0000922475 ITT EDUCATIONAL SERVICES INC ESI 0000938775 BLUM CAPITAL PARTNERS LP 909 MONTGOMERY STREET SUITE 400 SAN FRANCISCO CA 94133 0 0 1 0 0000847243 RICHARD C BLUM & ASSOCIATES INC 909 MONTGOMERY STREET SUITE 400 SAN FRANCISCO CA 94133 0 0 1 0 0001145933 BLUM RICHARD C 909 MONTGOMERY STREET SUITE 400 SAN FRANCISCO CA 94133 0 0 1 0 0001233405 BLUM STRATEGIC GP II LLC 909 MONTGOMERY STREET SUITE 400 SAN FRANCISCO CA 94133 0 0 1 0 Common Stock 2004-09-28 4 P 0 6000 35.4602 A 428300 D Common Stock 2004-09-28 4 P 0 2600 35.4602 A 367300 D Common Stock 2004-09-28 4 P 0 10600 35.4602 A 651200 D Common Stock 2004-09-28 4 P 0 1300 35.4602 A 149800 D Common Stock 2004-09-28 4 P 0 5400 35.4602 A 302800 D Common Stock 2004-09-28 4 P 0 2800 35.4602 A 155200 D Common Stock 2004-09-28 4 P 0 2000 35.4602 A 116200 D Common Stock 2004-09-28 4 P 0 31843 35.4602 A 2926656 D Common Stock 2004-09-28 4 P 0 657 35.4602 A 60344 D Common Stock 2004-09-28 4 P 0 900 35.4602 A 61700 I Indirect Common Stock 2004-09-28 4 P 0 900 35.4602 A 61700 I Indirect These shares are owned directly by Stinson Capital Partners, L.P. These shares are owned directly by Stinson Capital Partners II, L.P. These shares are owned directly by Stinson Capital Partners (QP), L.P. These shares are owned directly by BK Capital Partners IV, L.P. These shares are owned directly by the Stinson Capital Partners D, L.P. These shares are owned directly by the Stinson Capital Partners M, L.P. These shares are owned directly by Stinson Capital Fund (Cayman), Ltd. These shares may be deemed to be owned indirectly by the following parties: (i) Blum Capital Partners L.P. ("Blum LP"), an investment manager with voting and investment discretion for the investment advisory account described in Note (7), and the general partner of the limited partnerships described in Notes (1), (2), (3), (4), (5) and (6); (ii) Richard C. Blum & Associates, Inc. ("RCBA Inc."), the general partner of Blum LP; and (iii) Richard C. Blum, a significant stockholder and chairman of RCBA Inc. Blum LP, RCBA Inc. and Mr. Blum disclaim beneficial ownership in these shares, except to the extent of any pecuniary interest therein. These shares are owned directly by Blum Strategic Partners II, L.P. ("Strategic II"). The shares also may be deemed to be owned indirectly by (i) Blum Strategic GP II, L.L.C. ("Blum GP II"), the general partner of Strategic II, and (ii) Richard C. Blum, a managing member of Blum GP II. Both Blum GP II and Mr. Blum disclaim beneficial ownership of these shares, except to the extent of any pecuniary interest therein. These shares are owned directly by Blum Strategic Partners II GmbH & Co. KG ("Strategic II KG"). The shares also may be deemed to be owned indirectly by (i) Blum GP II, the managing limited partner of Strategic II KG, and (ii) Richard C. Blum, a managing member of Blum GP II. Both Blum GP II and Mr. Blum disclaim beneficial ownership of these shares, except to the extent of any pecuniary interest therein. These shares are owned directly by the Virginia Electric and Power Company Qualified Nuclear Decommissioning Trust ("Virginia Electric"). Virginia Electric disclaims membership in a group with any of the Reporting Persons and therefore is not subject to Section 16. Blum LP, a registered investment advisor, has voting and investment discretion with respect to the shares owned by Virginia Electric, but no Reporting Person has a reportable pecuniary interest in any of the shares owned by Virginia Electric. These shares are owned directly by The Nuclear Decommissioning Trust of Dominion Nuclear Connecticut, Inc. ("Dominion Connecticut"). Dominion Connecticut disclaims membership in a group with any of the Reporting Persons and therefore is not subject to Section 16. Blum LP, a registered investment advisor, has voting and investment discretion with respect to the shares owned by Dominion Connecticut, but no Reporting Person has a reportable pecuniary interest in any of the shares owned by Dominion Connecticut. /s/ See Attached Signature Page 2004-09-29