ASGN Inc — Director's Dealing 2011

Feb 22, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ON ASSIGNMENT INC (ASGN)
CIK: 0000890564
Period of Report: 2011-02-17

Reporting Person: DAMERIS PETER T (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-17	Common Stock	D	1480	$8.89	Disposed	570660	Direct
2011-02-17	Common Stock	A	108108	—	Acquired	678768	Direct
2011-02-17	Common Stock	D	39654	$8.89	Disposed	639114	Direct
2011-02-17	Common Stock	A	33784	—	Acquired	672898	Direct
2011-02-17	Common Stock	D	12391	$8.89	Disposed	660507	Direct

Footnotes

F1: Executive officer elected to satisfy tax withholding obligations upon vesting by having On Assignment, Inc. withhold a number of vested shares equal to that of the employee's tax liability.

F2: Performance Grant Awarded on 1/4/10. Goal acheived - Adjusted EBITDA for the 13-month period ending on Feb. 1, 2011 was positve.

F3: Performance Grant awarded on 3/17/2010. Goal Achieved - 50% based on achieving attainment of the applicable adjusted EBITDA target over 13 months.