The Brink's Company

(804) 289-9600

P.O. Box 18100,
1801 Bayberry Court
Richmond, VA 23226
www.brinkscompany.com

Business Description 
The Brink's Company, a Virginia corporation incorporated in 1930, has three
primary operating segments within its "Business and Security Services"
businesses: Brink's, Incorporated ("Brink's"); Brink's Home Security, Inc.
("BHS"); and BAX Global Inc. ("BAX Global").

In May 2003, the shareholders approved a proposal to change the Company's name
to "The Brink's Company." The Company's shares now trade on the New York Stock
Exchange under the symbol "BCO." The Company's shares previously traded on the
New York Stock Exchange under the symbol "PZB."

BUSINESS AND SECURITY SERVICES

Brink's, Incorporated ("Brink's")

General
The major services offered by Brink's include armored car transportation,
automated teller machine ("ATM") servicing, currency and deposit processing
(including "Cash Logistics" services), coin sorting and wrapping, arranging the
secure air transportation of valuables ("Global Services") and the deploying and
servicing of safes and safe control devices, including its patented CompuSafe(R)
service.

Brink's has operations throughout the world with 42% of its 2003 revenues from
its operations in North America. Brink's in North America serves customers
through 155 branches in the U.S. and 44 branches in Canada.

Brink's operations outside North America are located in 48 countries, with
concentrations in Europe (39% of Brink's 2003 revenues) and South America (15%
of Brink's 2003 revenues.) In addition, Brink's has growing operations in the
Asia-Pacific region of the world that accounted for 4% of its 2003 revenues.
Brink's largest operations outside North America, in terms of 2003 revenues,
were located in France, Venezuela, the Netherlands, Brazil, Germany, the United
Kingdom and Colombia. These operations accounted for 80% of 2003 revenues
outside of North America.

Brink's ownership interest in subsidiaries and affiliated companies ranges from
20% to 100%. In some instances local laws limit the extent of Brink's ownership
interest.

Brink's customers include banks; industrial, retail and other commercial
businesses; investment banking and brokerage firms; and government agencies,
such as a country's central bank. Brink's provides individualized services under
separate contracts designed to meet the distinct transportation, security and
logistics requirements of its customers. These contracts are usually for an
initial term of, at least, one year but continue in effect thereafter until
canceled by either party.

Brink's armored car transportation services generally include secure
transportation of:

o Cash between businesses and banks.

o Cash, securities and other negotiable items and valuables between commercial
banks, central banks (such as the U.S. Federal Reserve Banks and their
branches and correspondents) and brokerage firms.

o New currency, coins and precious metals for a number of central banks
throughout the world.

o Canceled checks between banks or between a clearing house and its member
banks in certain geographic areas.

The trend by banks, retail businesses and others to outsource vaulting and cash
room operations continued in 2003. Brink's provides coin and currency processing
("Cash Logistics") services primarily to banks and retail customers. Cash
Logistics is a fully integrated solution that proactively manages the entire
cycle of cash from point-of-sale through deposit at the bank. The process
includes transportation, cashier balancing and reporting, deposit processing and
consolidation, and electronic information exchange. Retail customers use Brink's
Cash Logistics services to count and reconcile coins and currency in Brink's
secure environment, to prepare bank deposit information and to replenish retail
locations' coins and currency in proper denominations.

Through its proprietary cash processing and information systems, Brink's offers
customers the ability to integrate a full range of vault, ATM, transportation,
storage, processing, inventory management and reporting services. Brink's
believes that its cash processing and information systems differentiate its Cash
Logistics services from its competitors.

For transporting money and other valuables over long distances, Brink's Global
Services offers a combined armored car and secure air transportation service
between many cities around the world. Brink's uses regularly scheduled or
chartered aircraft in connection with its air courier services. Included in
Global Services is a specialized diamond and jewelry secure transportation
operation, with offices in the major diamond and jewelry centers of the world.

Brink's CompuSafe(R) services provide retail customers with a proprietary
integrated system for safeguarding and managing cash. Brink's markets its
CompuSafe(R) services to a variety of cash-intensive retail customers, such as
convenience stores, gas stations and restaurants. The service includes
installing a specialized safe in the retail establishment that holds safeguarded
canisters. The customer's employees deposit currency into the canister. The
canister can only be removed by Brink's armored car personnel.

Competition
Brink's is the oldest and largest armored car service company in the U.S. as
well as a market leader in many of the countries in which it operates.
Worldwide, Brink's competes with a number of large multinational companies and
with many smaller companies.

Primary factors in attracting and retaining customers are security, the quality
of services provided and the price for services. Brink's believes its
competitive advantages include:

o Recognizable name

o Reputation for a high level of service and security

o Proprietary cash processing and information systems

o High-quality insurance coverage

o Ability to serve multiple markets for the same customer in many of the
countries in which Brink's has operations

Brink's believes its cost structure is generally competitive, although Brink's
believes certain competitors may have lower costs as a result of lower wage and
benefit levels for employees or as a result of different security and service
standards.

Brink's growth in revenues from financial institutions and retail businesses is
partially dependent on the growth in the economy. Recent slow economic growth
has resulted in an increasing focus on the cost of all services including
armored car services by customers and potential customers. Because Brink's
management believes that the high level of service and security provided
differentiates Brink's from its competitors, Brink's resists competing on price
alone.

The availability of quality and reliable insurance coverage is an important
factor in the ability of Brink's to obtain and retain customers and to manage
the risks of its business. Brink's purchases insurance coverage for losses in
excess of what it considers prudent deductibles and/or retentions. For losses
below deductible or retention levels, Brink's is self-insured. Brink's insurance
policies cover losses from most causes, with the exception of war, nuclear risk
and certain other exclusions typical for such policies. Brink's generally does
not offer its customers protection from losses arising from excluded clauses.

Insurance is provided by different groups of underwriters at negotiated rates
and terms. Insurance is available to Brink's in major markets although the
premiums charged are subject to fluctuations depending on market conditions. The
loss experience of Brink's and, to a limited extent, other armored carriers
affects premium rates charged to Brink's.

Service Mark, Patents and Copyrights
BRINKS is a registered service mark in the U.S. and certain foreign countries.
The BRINKS mark, name and related marks are of material significance to Brink's
business. Brink's owns patents with respect to certain coin sorting and counting
machines, which expire in 2007 and 2008, respectively. Brink's has patents
associated with its integrated CompuSafe(R) service, that expire in 2015 through
2018. The patents for the CompuSafe(R) device and sorting and counting machines
provide important advantages to Brink's. However, Brink's operations are not
dependent on the existence of the aforementioned patents.

The Company has entered into certain agreements to license the Brink's and the
Brink's Home Security name. Examples include licenses to distributors of
security products (padlocks, home safes, door and window hardware, etc.) offered
for sale to consumers through major retail chains.

Brink's Home Security ("BHS")

General
BHS believes that it is the second largest provider of monitored security
services to single family residences and commercial properties in North America.
BHS is primarily engaged in the business of marketing, selling, installing,
monitoring and servicing electronic security systems in owner-occupied,
single-family residences. At December 31, 2003, BHS had more than 833,000
systems under monitoring contracts, including approximately 122,000 new
subscribers added during the year. BHS provides services to subscribers located
in most metropolitan areas in 44 states, the District of Columbia and several
markets in two western provinces in Canada.

BHS' typical security system installation consists of sensors and other devices
which are installed at a customer's home or commercial location. The equipment
can be configured to signal intrusion, fire, medical and other alerts. When an
alarm is triggered, a signal is sent by telephone line to BHS' central
monitoring station in Irving, Texas. The monitoring station holds an
Underwriters' Laboratories, Inc. ("UL") listing. UL specifications for service
centers include building integrity, back-up computer and power systems, staffing
and standard operating procedures. In the event of an emergency, such as fire,
tornado, major interruption in telephone or computer service, or any other event
affecting the Irving facility, monitoring operations can be transferred to a
backup facility located in Carrollton, Texas.

BHS markets its alarm systems primarily through television and direct mail
advertising, yellow page and internet advertising, alliances with other service
companies, inbound telemarketing and field sales employees. BHS employees
install and service most of the systems; however, dealers and subcontractors are
utilized on occasion in some service areas. BHS does not manufacture the
equipment used in its security systems. Equipment is purchased from a limited
number of suppliers and no interruptions in supply are expected. Equipment
inventories are maintained at each branch office.

BHS has an authorized dealer program to expand its geographic coverage and
leverage its national advertising. The dealer program accounted for 12% of new
installations during 2003 and, as of December 31, 2003, 4% of BHS' total
subscriber base. Approximately 81 dealers were authorized to participate in the
program as of December 31, 2003. BHS requires that its dealers install the same
type of equipment as is installed by its own branches, and adhere to the same
installation quality standards.

In addition to initiating subscriber relationships through its branch and dealer
networks, BHS obtains new residential subscribers through its Brink's Home
Technologies ("BHT") division. BHT markets residential security systems, as well
as a variety of low-voltage security, home networking, communications and
entertainment options, directly to major home builders. New system activations
from BHT accounted for 9% of new subscribers added during 2003.

BHS also provides monitored security to residents of apartment and condominium
complexes; however, these customers currently represent less than 2% of
subscribers.

Although its core business is focused on the monitoring of residential security
systems, BHS installs and monitors commercial security systems. Commercial
customers represented approximately 4% of subscribers at year end.

Government Regulation
BHS and its employees are subject to various federal, state and local consumer
protection, licensing and other laws and regulations. Most states in which BHS
operates have licensing laws directed specifically toward the alarm industry.
BHS' business relies upon the use of wireline telephone service to communicate
signals. Wireline telephone companies are currently regulated by both the
Federal and state governments. BHS' wholly owned Canadian subsidiary is subject
to the laws of Canada, British Columbia and Alberta.

The alarm service industry experiences a high incidence of false alarms. BHS
believes its false alarm rate compares favorably to other companies' rates. The
high incidence of false alarms in the industry has caused some local governments
to impose assessments, fines and penalties on either subscribers or the alarm
companies. A few municipalities have adopted ordinances under which both permit
and alarm dispatch fees are charged directly to the alarm companies. BHS' alarm
service contracts generally allow BHS to pass these charges on to customers.

Police departments in two major western U.S. cities are not required to respond
to calls from alarm companies unless an emergency has been visually verified. If
more police departments in the future refuse to respond to calls from alarm
companies without visual verification, this could have an adverse effect on
future results of operations for BHS.

On October 1, 2003, the Federal Communications Commission/ Federal Trade
Commission "Do Not Call" list went into effect. Federal law prohibits telephone
solicitations to phone numbers on the Do Not Call list. BHS has implemented
policies, procedures and training to help ensure compliance with this law. This
law constrains BHS' ability to contact prospects referred to it by customers or
other businesses with whom BHS has marketing alliance agreements. However, as
there are other ways to initiate a sale, the overall impact that the "Do Not
Call" list will have on BHS' ability to attract new subscribers, or the costs to
attract new subscribers, cannot be determined at present.

Competition
BHS competes in most major metropolitan markets in the U.S. and several markets
in western Canada through BHS owned branch operations or its authorized dealer
program. The monitored security alarm market has a large number of competitors,
including thousands of local and regional companies. BHS believes it is now the
second largest provider of monitored security services to single-family
residences and commercial properties in North America.

Competition is based on a variety of factors including, but not limited to,
company reputation and service quality, product quality and price. There is
substantial competitive pressure on installation fees. Several significant
competitors offer installation prices which match or are less than BHS' prices;
however, many of the small local competitors in BHS' markets continue to charge
significantly more for installation. Competitive pressure on monitoring rates,
while less intense than on installation fees, is still substantial. BHS believes
that the monitoring rates it offers are generally comparable to the rates
offered by other major security companies.

BHS believes its customer retention rate is the highest among the major home
security service companies. BHS believes this favorable retention rate is due to
its focus on selecting new customers with strong credit backgrounds and the high
quality of customer service it provides.

Properties
BHS has approximately 60 leased offices and warehouse facilities located
throughout the U.S. and two leased offices in Canada. The lease for the central
monitoring station in Irving, Texas expires in 2005, but includes several
renewal options. This facility also serves as BHS' headquarters and houses most
administrative, technical and marketing services personnel. Additional
administrative personnel are located in a portion of an adjacent building in
office space that is leased for a term ending in 2009. The lease for the backup
monitoring center in Carrollton, Texas, expires in 2005. BHS leases
approximately 1,200 vehicles which are used in the process of installing and
servicing its security systems.

BHS retains ownership of most of the more than 833,000 systems currently being
monitored. When a customer cancels monitoring services, BHS typically disables
the system. In a limited number of cases, BHS removes the equipment. When a
residential customer cancels monitoring services because of an impending
household move, the retention of the BHS system in the residence facilitates the
marketing of monitoring services to the subsequent homeowner.

BAX Global

General
BAX Global provides heavy freight transportation and supply chain management
services on a global basis. BAX Global specializes in the heavy freight market
for business to business shipping.

BAX Global's transportation services are provided within North America using a
dedicated fleet of 18 planes with a national sorting hub in Toledo, Ohio. BAX
Global's North American operation also has a ground network that provides
transportation on a regional basis.

Outside North America, BAX Global provides transportation services using
available space on commercial carriers and, on occasion, using chartered
aircraft. BAX Global's primary markets outside North America are shipping
Intra-Asia, from Asia to North America and Europe, Intra-Europe and between
North America and Europe.

BAX Global continues to expand its ocean shipping business primarily by
marketing its ocean products to its current air freight and supply chain
management customer base.

Air Transport International, LLC ("ATI"), a wholly owned subsidiary of BAX
Global, provides transportation services in North America to BAX Global and also
provides worldwide charter transportation services to other customers.

BAX Global provides certain transportation customers with supply chain
management services and operates more than 40 logistics warehouse and
distribution facilities in key world markets. BAX Global specializes in
developing supply chain management programs for companies entering new global
markets or consolidating regional activity.
 

Transportation
BAX Global offers its North American (U.S., Canada and Mexico) transportation
customers a variety of products and pricing options, such as guaranteed and
standard overnight and second-day delivery as well as deferred delivery
(delivery generally within one to three business days).

A variety of value-added ancillary services, such as shipment tracking,
inventory control and management reports are also offered. BAX Global began
offering a time-definite, guaranteed product to freight forwarders, freight
brokers and international airlines in 2003. BAX Global primarily markets to
small to mid-sized forwarders and provides a higher service level compared to
common carriage. In 2004, BAX expects to continue to expand its sales and
marketing efforts to this market.

Outside North America, BAX Global offers a variety of services including
standard and expedited freight services, ocean forwarding and door-to-door
delivery.

BAX Global also frequently acts as customs broker, facilitating the clearance of
goods through customs at international points of entry. BAX Global has the
ability to link its international network with the North American transportation
infrastructure and customs brokerage capabilities to provide seamless
door-to-door delivery and distribution from global markets to virtually any city
in North America.

BAX Global sells its services primarily through its direct sales force. BAX
Global uses various marketing methods, including print media advertising and
direct marketing campaigns.

BAX Global generally picks up or receives freight shipments from its customers,
consolidates the freight of various customers into shipments for common
destinations and arranges for the transportation of the consolidated freight.
BAX Global uses either commercial carriers or, in the case of most of its North
American shipments, its own transportation fleet and regional and national hub
sorting facilities. BAX Global distributes the shipments at the package's
destination. While shipments move long distances on either common carrier or BAX
Global's fleet, the local pickup and delivery of freight are accomplished
principally by independent contractors using trucks dedicated to the BAX Global
network. BAX Global's independent contractors are required to display BAX
Global's logo and colors.

BAX Global has the ability to provide freight service to all North American
business communities as well as to virtually all countries throughout its
network of 500 company-operated stations and agent locations in 124 countries.
BAX Global's network is composed primarily of controlled subsidiaries and, to a
lesser extent, agents and sales representatives in certain non-U.S. locations,
typically under short-term contracts.

BAX Global's freight business is tied to the cycles of international trade, with
higher volumes of shipments from August through December than during the other
months of the year. The lowest volume of shipments generally occurs in January
and February.

Including U.S. export and import revenue, BAX Global's international shipments
and logistics services accounted for approximately 77% of its revenues in 2003.
Intra-U.S. shipments accounted for approximately 23% of total revenues in 2003.

BAX Global's network has a worldwide communications and information system which
provides global tracking and tracing of shipments and logistics data for
management information reports, enabling customers to improve efficiency and
control costs. BAX Global's customers are increasingly turning to its online
services offering information management available via its web site,
www.baxglobal.com.

Supply Chain Management
BAX Global's supply chain management business specializes in developing
solutions that include the design, implementation and management of inventory,
distribution and information processes to improve a customer's efficiency and
productivity.

BAX Global operates value-added logistics warehouse and distribution facilities
in key world markets. Companies in the healthcare, retail, automotive, aerospace
and high technology industries have been targeted as businesses with significant
supply chain management needs.

Worldwide revenues from the supply chain management business represented 10% of
BAX Global's total revenues in 2003.

North American Aircraft Operations
BAX Global has a fleet of leased and contracted aircraft providing regularly
scheduled next-day service throughout North America. BAX Global's wholly owned
subsidiary, ATI, is a U.S.-based freight and passenger airline that operates a
certificated fleet of DC-8 aircraft. BAX Global also operates Boeing 727s under
contracts that provide the aircraft, crew, maintenance and insurance ("ACMI").
In addition to the aircraft assigned to BAX Global's North American
transportation network, ATI also provides domestic and international service for
the U.S. Government Air Mobility Command and other charter customers.
 

Of the 21 planes in BAX Global's transportation network, 18 are assigned to
regularly scheduled routes. Generally, three planes are held for use as backups
or are in maintenance.

BAX Global's nightly scheduled lift capacity for planes in operation at December
31, 2003 was approximately 1.0 million pounds, based on an average freight
density of 7.5 pounds per cubic foot. BAX Global's nightly lift capacity varies
depending upon the number and type of planes operated by BAX Global at any
particular time.

The average airframe age of the fleet operated by ATI is in excess of 30 years;
however, the condition of a particular aircraft and its fair market value is
dependent on its maintenance history. Factors other than age, such as cycles
(essentially the number of flights) can have a significant impact on an
aircraft's serviceability. Generally, cargo aircraft tend to have fewer cycles
than passenger aircraft over comparable time periods because they are used for
fewer flights per day and longer flight segments.

Fuel costs are a significant element of the total costs of operating BAX
Global's aircraft fleet. Fuel prices are subject to worldwide and local market
conditions. In order to protect against price increases in jet fuel, from time
to time BAX Global enters into hedging agreements, including swap contracts,
options and collars. BAX Global charges a fuel surcharge in the U.S. to its
customers when fuel costs are higher than the normal historical range.

Customers
BAX Global's customers include thousands of large and small industrial and
commercial businesses. Worldwide, BAX Global's top 10 customers accounted for
less than 13% of total BAX Global revenue in 2003. The Company targets customers
in the automotive, aerospace, healthcare, high technology, retail and other
industries where rapid delivery of high-value products is required.

Competition
The transportation and supply chain management industries have been and are
expected to remain highly competitive. The principal competitive factors in the
transportation industry are price, the ability to provide consistently fast and
reliable delivery of shipments and the ability to provide premium services such
as shipment tracking. The principal competitive factors in the supply chain
industry are price, access to a reliable transportation network, warehousing and
distribution capabilities, and sophisticated information systems.

There is aggressive price competition in the heavy-freight market, particularly
for the business of high volume shippers. BAX Global competes with various types
of transportation companies, including other integrated transportation companies
that operate their own fleets, as well as with freight forwarders, premium
less-than-truckload (or "LTL") carriers, express delivery services, and
passenger airlines.

Domestically, BAX Global also competes with package delivery services provided
by ground transportation companies, including trucking firms and surface freight
forwarders that offer specialized time-specific services within limited
geographical areas.

BAX Global believes its hub-and-spoke network of aircraft and trucks that serves
the North American market allows it to move freight more reliably than if it
solely used third-party services. The hub, which is located in Toledo, Ohio,
consists of various facilities, including a technologically advanced material
handling system, which is capable of sorting approximately one million pounds of
freight per hour. BAX Global's hub-and-spoke system feeds much of its North
American import and export business and BAX Global believes it provides a
competitive advantage by offering superior, reliable service to its customers,
shipping to, from or within North America.

As an international freight forwarder, BAX Global competes with government-owned
or subsidized passenger airlines and postal services. In ocean shipping, BAX
Global negotiates global contracts as a freight forwarder and a Non Vessel
Operating ("NVO") Common Carrier, which allows it to compete against other
freight forwarding/NVO companies.

In supply chain management services, BAX Global competes with many third-party
logistics providers.
 

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