Workstream Inc. Reports Unsolicited Offer of Potential Merger



    BURLINGAME, CALIF., December 31 /CNW/ - Workstream Inc. (NASDAQ:   WSTM), a
leading provider of on-demand compensation, performance and talent management
solutions, today announced that it has received an unsolicited offer from a US
based payroll business to determine the viability of a merger between the two
entities. Any transaction between the two entities will be subject to the
standard conditions including the completion of due diligence, regulatory
approval, shareholder approval, board approval and the required valuations.

    About Workstream Inc.

    Workstream provides on-demand compensation, performance and talent
management solutions and services that help companies manage the entire
employee lifecycle - from recruitment to retirement. Workstream's TalentCenter
provides a unified view of all Workstream products and services including
Recruitment, Performance, Compensation, Development and Transition. Access to
TalentCenter is offered on a monthly subscription basis under an on-demand
software delivery model to help companies build high performing workforces,
while controlling costs. For more information visit www.workstreaminc.com or
call toll free 1-888-221-4005.

    This press release contains forward-looking statements within the meaning
of the "safe harbor" provisions of the Private Securities Litigation Reform
Act of 1995. These statements are based on the current expectations or beliefs
of Workstream's management and are subject to a number of factors and
uncertainties that could cause actual results to differ materially from those
described in the forward-looking statements. The following factors, among
others, could cause actual results to differ materially from those described
in the forward-looking statements: inability to grow our client base and
revenue because of the number of competitors and the variety of sources of
competition we face; client attrition; inability to offer services that are
superior and cost effective when compared to the services being offered by our
competitors; inability to further identify, develop and achieve success for
new products, services and technologies; increased competition and its effect
on pricing, spending, third-party relationships and revenues; as well as the
inability to enter into successful strategic relationships and other risks
detailed from time to time in filings with the Securities and Exchange
Commission.




For further information:

For further information: Workstream Inc. Phil Oreste, 650-340-4040
phil.oreste@workstreaminc.com

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WORKSTREAM INC.

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