IT Group Holdings (fka ITGL)

[TechKim]

Under the terms of the Notes entered into January and February 2007, the Company has agreed to register the shares underlying the warrants. The Company is required to use its best efforts to have the registration statement declared effective. Pursuant to this agreement, the Company filed its registration statement on Form SB-2 on May 11, 2007, and received a comment letter from the SEC on June 8, 2007. The Company intends to file an amendment to this registration statement responding to the SEC’s comments shortly following the filing of this quarterly report.