Item 8. Financial Statements and Supplementary Data

**

Index to Consolidated Financial Statements

Audited Consolidated Financial Statements for the Fiscal Years Ended May 31, 2009, 2008 and 2007
		Management's Report on Internal Control over Financial Reporting		31
		Reports of Ernst & Young LLP, Independent Registered Public Accounting Firm		32
		Consolidated Statements of Income		34
		Consolidated Balance Sheets		35
		Consolidated Statements of Shareholders' Equity		36
		Consolidated Statements of Cash Flows		37
		Notes to Consolidated Financial Statements		38

30

**Management's Report on Internal Control over Financial Reporting

**

To the Shareholders of Cintas Corporation:

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) and 15(d)-15(f) under the Securities Exchange Act of 1934) to provide reasonable assurance regarding the reliability of our financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States. Internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Accordingly, even an effective system of internal control over financial reporting will provide only reasonable assurance with respect to financial statement preparation.

With the supervision of our Chief Executive Officer and our Chief Financial Officer, management assessed our internal control over financial reporting as of May 31, 2009. Management based its assessment on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Management's assessment included evaluation of such elements as the design and operating effectiveness of key financial reporting controls, process documentation, accounting policies and our overall control environment. This assessment is supported by testing and monitoring performed by our internal audit function.

Based on our assessment, management has concluded that our internal control over financial reporting was effective as of May 31, 2009, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with accounting principles generally accepted in the United States.

We reviewed the results of management's assessment with the Audit Committee of our Board of Directors. Additionally, our independent registered public accounting firm, Ernst & Young LLP, independently assessed the effectiveness of Cintas Corporation's internal control over financial reporting. Ernst & Young LLP has issued an attestation report, which is included in this Annual Report.

		/s/ Scott D. Farmer Scott D. Farmer Chief Executive Officer
		/s/ William C. Gale William C. Gale Senior Vice President and Chief Financial Officer

31

**Report of Independent Registered Public Accounting Firm

**

To the Board of Directors and Shareholders of Cintas Corporation:

We have audited Cintas Corporation's internal control over financial reporting as of May 31, 2009, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (the COSO criteria). Cintas Corporation's management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management's Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on management's assessment and an opinion on the effectiveness of the company's internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, Cintas Corporation maintained, in all material respects, effective internal control over financial reporting as of May 31, 2009, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of Cintas Corporation as of May 31, 2009 and 2008, and the related consolidated statements of income, shareholders' equity and cash flows for each of the three years in the period ended May 31, 2009, of Cintas Corporation, and our report dated July 27, 2009, expressed an unqualified opinion thereon.

		/s/ Ernst & Young LLP
Cincinnati, Ohio July 27, 2009

32

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of Cintas Corporation:

We have audited the accompanying consolidated balance sheets of Cintas Corporation as of May 31, 2009 and 2008, and the related consolidated statements of income, shareholders' equity, and cash flows for each of the three years in the period ended May 31, 2009. Our audits also included the financial statement schedule listed in the index at Item 15(a). These consolidated financial statements and schedule are the responsibility of Cintas Corporation's management. Our responsibility is to express an opinion on these consolidated financial statements and schedule based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Cintas Corporation at May 31, 2009 and 2008, and the consolidated results of its operations and its cash flows for each of the three years in the period ended May 31, 2009, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedule, when considered in relation to the basic financial statements taken as a whole, presents fairly in all material respects the information set forth therein.

As described in Note 1 to the consolidated financial statements, in fiscal 2008, Cintas Corporation adopted FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes — an Interpretation of FASB Statement 109.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Cintas Corporation's internal control over financial reporting as of May 31, 2009, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated July 27, 2009, expressed an unqualified opinion thereon.

		/s/ Ernst & Young LLP
Cincinnati, Ohio July 27, 2009

33

Consolidated Statements of Income
					Fiscal Years Ended May 31,
(In thousands except per share data)					2009			2008			2007
Revenue:
Rental uniforms and ancillary products				$	2,755,015		$	2,834,568		$	2,734,629
Other services					1,019,670			1,103,332			972,271
					3,774,685			3,937,900			3,706,900
Costs and expenses:
Cost of rental uniforms and ancillary products					1,562,230			1,581,618			1,515,185
Cost of other services					661,584			674,682			610,360
Selling and administrative expenses					1,082,709			1,104,145			1,003,958
Restructuring charges					10,209			—			—
Impairment of long-lived assets					48,888			—			—
Operating income					409,065			577,455			577,397
Interest income					(2,764	)		(6,072	)		(6,480	)
Interest expense					50,236			52,823			50,324
Income before income taxes					361,593			530,704			533,553
Income taxes					135,236			195,299			199,015
Net income				$	226,357		$	335,405		$	334,538
Basic earnings per share				$	1.48		$	2.15		$	2.09
Diluted earnings per share				$	1.48		$	2.15		$	2.09
Dividends declared and paid per share				$	0.47		$	0.46		$	0.39

See accompanying notes.

34

Consolidated Balance Sheets
						As of May 31,
(In thousands except share data)						2009			2008
Assets
Current assets:
Cash and cash equivalents					$	129,745		$	66,224
Marketable securities						120,393			125,471
Accounts receivable, principally trade, less allowance of $19,532 and $13,139, respectively						357,678			430,078
Inventories, net						202,351			238,669
Uniforms and other rental items in service						335,447			370,416
Income taxes, current						25,512			—
Deferred tax asset						66,368			39,410
Prepaid expenses						17,035			12,068
Assets held for sale						15,744			—
Total current assets						1,270,273			1,282,336
Property and equipment, at cost, net						914,627			974,575
Goodwill						1,331,388			1,315,569
Service contracts, net						124,330			152,757
Other assets, net						80,333			83,364
					$	3,720,951		$	3,808,601
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable					$	69,965		$	94,755
Accrued compensation and related liabilities						48,414			50,605
Accrued liabilities						198,488			207,925
Income taxes, current						—			12,887
Long-term debt due within one year						598			1,070
Total current liabilities						317,465			367,242
Long-term liabilities:
Long-term debt due after one year						786,058			942,736
Deferred income taxes						149,032			124,184
Accrued liabilities						100,987			120,308
Total long-term liabilities						1,036,077			1,187,228
Shareholders' equity:
Preferred stock, no par value:
100,000 shares authorized, none outstanding						—			—
Common stock, no par value:
425,000,000 shares authorized
2009: 173,085,926 shares issued and 152,790,170 shares outstanding
2008: 173,083,426 shares issued and 153,691,103 shares outstanding						129,215			129,182
Paid-in capital						72,364			60,408
Retained earnings						2,938,419			2,784,302
Treasury stock:
2009: 20,295,756 shares
2008: 19,392,323 shares						(797,888	)		(772,041	)
Other accumulated comprehensive income (loss):
Foreign currency translation						33,505			61,206
Unrealized loss on derivatives						(8,207	)		(8,815	)
Unrealized gain (loss) on available-for-sale securities						1			(111	)
Total shareholders' equity						2,367,409			2,254,131
					$	3,720,951		$	3,808,601

See accompanying notes.

35

Consolidated Statements of Shareholders' Equity

			Common Stock							Paid-In			Retained			Other Accumulated Comprehensive		Treasury Stock							Total Shareholders'
(In thousands)				Shares			Amount			Capital			Earnings			Income (Loss)			Shares			Amount			Equity
Balance at June 1, 2006				172,571		$	109,948		$	58,556		$	2,260,917		$	42,384			(9,389	)	$	(381,613	)	$	2,090,192
	Net income			—			—			—			334,538			—			—			—			334,538
	Equity adjustment for foreign currency translation			—			—			—			—			7,426			—			—			7,426
	Change in fair value of derivatives, net of $8,196 of tax			—			—			—			—			(13,571	)		—			—			(13,571	)
	Change in fair value of available-for-sale securities, net of $522 of tax			—			—			—			—			882			—			—			882
	Comprehensive income, net of tax																								329,275
	Dividends			—			—			—			(61,996	)		—			—			—			(61,996	)
	Stock-based compensation			—			—			4,500			—			—			—			—			4,500
	Stock options exercised, net of shares surrendered			303			10,863			(6,147	)		—			—			—			—			4,716
	Repurchase of common stock			—			—			—			—			—			(4,808	)		(198,949	)		(198,949	)
Balance at May 31, 2007				172,874			120,811			56,909			2,533,459			37,121			(14,197	)		(580,562	)		2,167,738
	Net income			—			—			—			335,405			—			—			—			335,405
	Equity adjustment for foreign currency translation			—			—			—			—			19,391			—			—			19,391
	Change in fair value of derivatives, net of $2,924 of tax			—			—			—			—			(4,394	)		—			—			(4,394	)
	Change in fair value of available-for-sale securities, net of $98 of tax			—			—			—			—			162			—			—			162
	Comprehensive income, net of tax																								350,564
	FIN 48 adjustment			—			—			—			(13,731	)		—			—			—			(13,731	)
	Dividends			—			—			—			(70,831	)		—			—			—			(70,831	)
	Stock-based compensation			—			—			7,456			—			—			—			—			7,456
	Stock options exercised, net of shares surrendered			209			8,371			(3,957	)		—			—			—			—			4,414
	Repurchase of common stock			—			—			—			—			—			(5,195	)		(191,479	)		(191,479	)
Balance at May 31, 2008				173,083			129,182			60,408			2,784,302			52,280			(19,392	)		(772,041	)		2,254,131
	Net income			—			—			—			226,357			—			—			—			226,357
	Equity adjustment for foreign currency translation			—			—			—			—			(27,701	)		—			—			(27,701	)
	Change in fair value of derivatives, net of $94 of tax			—			—			—			—			608			—			—			608
	Change in fair value of available-for-sale securities, net of $50 of tax			—			—			—			—			112			—			—			112
	Comprehensive income, net of tax																								199,376
	Dividends			—			—			—			(72,207	)		—			—			—			(72,207	)
	Stock-based compensation			—			—			11,953			—			—			—			—			11,953
	Stock options exercised, net of shares surrendered			3			—			—			—			—			—			—			—
	Other			—			33			3			(33	)		—			—			—			3
	Repurchase of common stock			—			—			—			—			—			(904	)		(25,847	)		(25,847	)
Balance at May 31, 2009				173,086		$	129,215		$	72,364		$	2,938,419		$	25,299			(20,296	)	$	(797,888	)	$	2,367,409

See accompanying notes.

36

Consolidated Statements of Cash Flows
										Fiscal Years Ended May 31,
(In thousands)										2009			2008			2007
Cash flows from operating activities:
Net income									$	226,357		$	335,405		$	334,538
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation										157,572			148,566			135,181
Amortization										42,534			43,337			40,745
Impairment of long-lived assets										48,888			—			—
Stock-based compensation										11,953			7,456			4,500
Deferred income taxes										(1,174	)		1,663			(332	)
Change in current assets and liabilities, net of acquisitions of businesses:
Accounts receivable										71,149			(14,939	)		(11,460	)
Inventories										35,136			(6,100	)		(32,090	)
Uniforms and other rental items in service										29,661			(23,854	)		(6,968	)
Prepaid expenses										(4,949	)		3,830			(4,502	)
Accounts payable										(24,560	)		30,567			(7,654	)
Accrued compensation and related liabilities										(2,012	)		(12,430	)		12,600
Accrued liabilities and other										(28,991	)		20,398			9,028
Income taxes (receivable) payable										(38,042	)		8,841			(25,148	)
Net cash provided by operating activities										523,522			542,740			448,438
Cash flows from investing activities:
Capital expenditures										(160,092	)		(190,333	)		(180,824	)
Proceeds from sale or redemption of marketable securities										116,433			45,791			118,174
Purchase of marketable securities and investments										(128,402	)		(54,498	)		(48,515	)
Acquisitions of businesses, net of cash acquired										(30,909	)		(111,535	)		(160,707	)
Other										(251	)		(400	)		(1,836	)
Net cash used in investing activities										(203,221	)		(310,975	)		(273,708	)
Cash flows from financing activities:
Proceeds from issuance of debt										7,500			295,000			252,460
Repayment of debt										(164,649	)		(232,409	)		(169,987	)
Stock options exercised										—			8,371			10,863
Dividends paid										(72,207	)		(70,831	)		(61,996	)
Repurchase of common stock										(25,847	)		(191,479	)		(198,949	)
Other										855			(11,356	)		(11,628	)
Net cash used in financing activities										(254,348	)		(202,704	)		(179,237	)
Effect of exchange rate changes on cash and cash equivalents										(2,432	)		1,803			953
Net increase (decrease) in cash and cash equivalents										63,521			30,864			(3,554	)
Cash and cash equivalents at beginning of year										66,224			35,360			38,914
Cash and cash equivalents at end of year									$	129,745		$	66,224		$	35,360

See accompanying notes.

37

**Notes to Consolidated Financial Statements

**(Amounts in thousands except per share and share data)

1. Significant Accounting Policies

Business description. Cintas Corporation (Cintas) provides highly specialized products and services to businesses of all types primarily throughout the United States and Canada. Cintas is North America's leading provider of corporate identity uniforms through rental and sales programs, as well as a significant provider of related business services, including entrance mats, restroom products and services, first aid, safety and fire protection products and services, document management services and branded promotional products. Our products and services are designed to enhance our customers' images and to provide additional safety and protection in the workplace.

Cintas classifies its businesses into four operating segments in accordance with the criteria set forth in Financial Accounting Standards Board (FASB) Statement No. 131, Disclosures about Segments of an Enterprise and Related Information. The Rental Uniforms and Ancillary Products operating segment reflects the rental and servicing of uniforms and other garments including flame resistant clothing, mats, mops and shop towels and other ancillary items. In addition to these rental items, restroom and hygiene products and services are also provided within this operating segment. The Uniform Direct Sales operating segment consists of the direct sale of uniforms and related items and branded promotional products. The First Aid, Safety and Fire Protection Services operating segment consists of first aid, safety and fire protection products and services. The Document Management Services operating segment consists of document destruction, document imaging and document retention services.

Principles of consolidation. The consolidated financial statements include the accounts of Cintas, controlled majority-owned subsidiaries and any entities that are not controlled but require consolidation in accordance with FASB Interpretation No. 46, Consolidation of Variable Interest Entities — an interpretation of ARB No. 51 (collectively, Cintas). Intercompany balances and transactions have been eliminated as appropriate.

Use of estimates. The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.

Revenue recognition. Rental revenue, which is recorded in the Rental Uniforms and Ancillary Products operating segment, is recognized when services are performed. Other Services revenue, which is recorded in the Uniform Direct Sales, First Aid, Safety and Fire Protection Services and Document Management Services operating segments, is recognized when either services are performed or when products are shipped and the title and risks of ownership pass to the customer.

Cost of rental uniforms and ancillary products. Cost of rental uniforms and ancillary products consists primarily of production expenses, delivery expenses and the amortization of in service inventory, including uniforms, mats, mops, shop towels and other ancillary items. The Rental Uniforms and Ancillary Products operating segment inbound freight charges, purchasing and receiving costs, inspection costs, warehousing costs and other costs of distribution are included in the cost of rental uniforms and ancillary products.

Cost of other services. Cost of other services consists primarily of cost of goods sold (predominantly uniforms and first aid products), delivery expenses and distribution expenses. Cost of other services includes inbound freight charges, purchasing and receiving costs, inspection costs, warehousing costs and other costs of distribution.

38

Selling and administrative expenses. Selling and administrative expenses consist primarily of sales labor and commissions, management and administrative labor, payroll taxes, medical expense, insurance expense, legal and professional costs and amortization of intangible assets.

Cash and cash equivalents. Cintas considers all highly liquid investments with a maturity of three months or less, at date of purchase, to be cash equivalents.

Marketable securities. All marketable securities are comprised of fixed income securities and are classified as available-for-sale.

Accounts receivable. Accounts receivable is comprised of amounts owed through product shipments and services provided and is presented net of an allowance for doubtful accounts. This allowance includes an estimate based on historical rates of collectability and allowances for specific accounts identified as uncollectible. The allowance that is an estimate based on historical rates of collectability is recorded for overdue amounts, beginning with a nominal percentage and increasing substantially as the account ages. The amount provided as the account ages will differ slightly between the Rental Uniforms and Ancillary Products operating segment and the three other operating segments because of differences in customers served and the nature of each operating segment. When an account is considered uncollectible, it is written off against this allowance.

Inventories. Inventories are valued at the lower of cost (first-in, first-out) or market. Substantially all inventories represent finished goods. The significant deterioration of the U.S. and Canadian economies, particularly in the last five months of the year ended May 31, 2009, led to reduced revenue in our Rental Uniforms and Ancillary Products operating segment, our Uniform Direct Sales operating segment and our First Aid, Safety and Fire Protection Services operating segment, which created excess inventory amounts in these operating segments. As a result, we reduced the carrying amount of specific inventory to realizable values and recorded a pre-tax loss in the year ended May 31, 2009, of $27,486. The following summarizes this amount by operating segment:

	May 31, 2009			Rental Uniforms & Ancillary Products			Uniform Direct Sales			First Aid, Safety & Fire Protection			Document Management			Total
	Cost of rental uniforms and ancillary products		$	8,419		$	—		$	—		$	—		$	8,419
	Cost of other services			—			16,069			2,998			—			19,067
	Loss on inventory valuation		$	8,419		$	16,069		$	2,998		$	—		$	27,486

Inventories are recorded net of reserves for obsolete inventory of $48,353 and $20,660 as of May 31, 2009 and 2008, respectively.

Uniforms and other rental items in service. These items are valued at cost less amortization, calculated using the straight-line method. Uniforms in service (other than cleanroom and flame resistant clothing) are amortized over their useful life of 18 months. Other rental items, including shop towels, mats, mops, cleanroom garments, flame resistant clothing, linens and restroom dispensers, are amortized over their useful lives which range from 8 to 48 months.

39

Property and equipment. Property and equipment is stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method primarily over the following estimated useful lives, in years:

	Buildings			30 to 40
	Building improvements			5 to 20
	Equipment			3 to 10
	Leasehold improvements			2 to 15

Long-lived assets. As required under FASB Statement No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets (FAS 144), when events or circumstances indicate that the carrying amount of long-lived assets may not be recoverable, the estimated undiscounted future cash flows are compared to the carrying amount of the assets. If the estimated undiscounted future cash flows are less than the carrying amount of the assets, an impairment loss is recorded based on the excess of the carrying amount of the assets over their respective fair values. Fair value is generally determined by discounted cash flows or based on prices of similar assets, as appropriate. Long-lived assets that are held for sale are reported at the lower of the carrying amount or the fair value, less estimated costs to sell. See Note 2 entitled Restructuring and Related Activity for discussion of impairment of long-lived assets.

Goodwill. As required under FASB Statement No. 142, Goodwill and Other Intangible Assets (FAS 142), goodwill is separately disclosed from other intangible assets on the consolidated balance sheet and not amortized, but is tested for impairment on a reporting unit basis on at least an annual basis. Cintas completes an annual goodwill impairment test as required by FAS 142. Based on the results of the impairment tests, Cintas was not required to recognize an impairment of goodwill for the fiscal years ended May 31, 2009, 2008 or 2007. Cintas will continue to perform future impairment tests as required by FAS 142 as of March 1 in future years or when indicators of impairment are noted.

Service contracts and other assets. Service contracts and other assets, which consist primarily of noncompete and consulting agreements obtained through acquisitions of businesses, are amortized by use of the straight-line method over the estimated lives of the agreements, which are generally 5 to 10 years.

Accrued liabilities. Current accrued liabilities consist primarily of insurance, medical and profit sharing obligations and legal and environmental contingencies. These are recorded when it is probable that a liability has occurred and the amount of the liability can be reasonably estimated. Long-term accrued liabilities consist primarily of reserves associated with unrecognized tax benefits, which are described in more detail in Note 9 entitled Income Taxes.

Stock-based compensation. As required under FASB Statement No. 123(R), Share-Based Payment, compensation expense is recognized for all share-based payments to employees, including stock options, in the consolidated statements of income based on the fair value of the awards that are granted. The fair value of stock options is estimated at the date of grant using the Black-Scholes option-pricing model. Measured compensation cost, net of estimated forfeitures, is recognized on a straight-line basis over the vesting period of the related share-based compensation award.

See Note 13 entitled Stock-Based Compensation for further information.

Derivatives and hedging activities. Derivatives and hedging activities are presented in accordance with FASB Statement No. 133 Accounting for Derivatives and Hedging Activities (FAS 133), as amended. FAS 133 requires the recognition of all derivatives on the consolidated balance sheet at fair value and recognition of the resulting gains or losses as adjustments to earnings or other comprehensive income.

40

Cintas formally documents all relationships between hedging instruments and hedged items, as well as its risk management objective and strategy for undertaking various hedge transactions. Cintas' hedging activities are transacted only with highly rated institutions, reducing the exposure to credit risk in the event of nonperformance.

See Note 7 entitled Long-Term Debt for further information on derivatives and hedging activities.

Other accounting pronouncements. Effective June 1, 2008, Cintas adopted FASB Statement No. 157, Fair Value Measurements (FAS 157), which defines fair value, establishes a framework for measuring fair value under U.S. generally accepted accounting principles (GAAP) and expands disclosure requirements about fair value measurements. FASB Staff Position 157-2 delayed the effective date of FAS 157 for all non-financial assets and non-financial liabilities, except those that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually). For all non-financial assets and liabilities, FAS 157 is effective for Cintas beginning June 1, 2009. The adoption of FAS 157 for our financial assets and liabilities did not have a material impact on Cintas' results of operation or financial condition. Cintas' adoption of FAS 157 is more fully described in Note 3 entitled Fair Value Measurements. Cintas does not believe that the adoption of FAS 157 with respect to non-financial assets and liabilities will materially impact its financial position and results of operation.

In December 2007, the FASB issued Statement No. 141 (revised 2007), Business Combinations (FAS 141(R)). Under FAS 141(R), an entity is required to recognize the assets acquired, liabilities assumed, contractual contingencies, and contingent consideration at their fair value on the acquisition date. It further requires that acquisition-related costs be recognized separately from the acquisition and expensed as incurred, restructuring costs generally be expensed in periods subsequent to the acquisition date, and changes in accounting for deferred tax asset valuation allowances and acquired income tax uncertainties after the measurement period impact income tax expense. For Cintas, FAS 141(R) is effective for acquisitions and adjustments to an acquired entity's deferred tax asset and liability balances occurring after May 31, 2009. The adoption of FAS 141(R) will have an impact on Cintas' consolidated financial statements when effective, but the nature and magnitude of the specific effects will depend upon the terms and size of the acquisitions consummated after the effective date.

2. Restructuring and Related Activity

Due to the declining economic conditions which have negatively impacted the U.S. and Canadian economies and Cintas businesses, during the fourth quarter of fiscal 2009, management initiated certain restructuring activities to eliminate excess capacity and reduce our cost structure. These activities include closing or converting to branches 16 of our rental processing plants and reducing our workforce by 1,200 employees. We expect these restructuring activities to be completed by May 31, 2010.

During the fourth quarter of fiscal 2009, Cintas recorded charges of $48,888 in long-lived asset impairment costs, $7,937 in employee termination costs and $2,272 in other exit costs for a total of $59,097 incurred as a result of this restructuring. These charges by operating segment are described in Note 15 entitled Operating Segment Information.

41

A progression of our restructuring liability balance, primarily recorded in accrued compensation and related liabilities, at May 31, 2009, is as follows:

				Employee Termination Costs			Other Exit Costs			Total
	Charge to earnings — fiscal 2009		$	7,937		$	2,272		$	10,209
	Cash paid — fiscal 2009			(2,022	)		—			(2,022	)
	Balance as of May 31, 2009		$	5,915		$	2,272		$	8,187

The charge of $48,888 in long-lived asset impairment costs includes $25,849 in land and buildings of which $10,930 relates to assets held for sale, $18,221 in equipment and $4,818 in long-lived other assets. Our accounting policy for long-lived assets is described in Note 1 entitled Significant Accounting Policies. The fair value was determined primarily by using market quoted prices and other prices quoted for similar assets and discounted cash flow models.

Primarily as a result of these restructuring activities, certain assets totaling $15,744 are categorized at May 31, 2009, as assets held for sale at the lower of their carrying value or fair value less cost to sell. These assets are in the Rental Uniform and Ancillary Products operating segment and are comprised of $6,268 of land and $9,476 of buildings and improvements.

3. Fair Value Measurements

Effective June 1, 2008, Cintas adopted FAS 157, which defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. FAS 157 establishes a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows:

	Level 1 —		Quoted prices in active markets for identical assets or liabilities.
	Level 2 —		Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.
	Level 3 —		Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.

42

All financial assets that are measured at fair value on a recurring basis (at least annually) have been segregated into the most appropriate level within the fair value hierarchy based on the inputs used to determine the fair value at the measurement date. These assets measured at fair value on a recurring basis are summarized below:

				As of May 31, 2009
				Level 1			Level 2			Level 3			Fair Value
	Cash and cash equivalents		$	129,745		$	—		$	—		$	129,745
	Marketable securities			120,393			—			—			120,393
	Accounts receivable, net			—			78			—			78
	Other assets, net			17,105			—			—			17,105
	Total assets at fair value		$	267,243		$	78		$	—		$	267,321
	Current accrued liabilities		$	—		$	253		$	—		$	253
	Total liabilities at fair value		$	—		$	253		$	—		$	253

Accounts receivable, net, includes foreign currency average rate options. Other assets, net, include retirement assets. Current accrued liabilities include foreign currency forward contracts.

4. Marketable Securities

All marketable securities are comprised of fixed income securities and classified as available-for-sale. Interest, realized gains and losses and declines in value determined to be other than temporary on available-for-sale securities are included in interest income or expense. The cost of the securities sold is based on the specific identification method.

The following is a summary of marketable securities:

				2009						2008
				Cost			Fair Value			Cost			Fair Value
	Canadian treasury securities		$	120,403		$	120,393		$	125,626		$	125,471

As of May 31, 2009, all marketable securities are concentrated in Canada and consist primarily of Canadian treasury securities. These funds are not expected to be repatriated, but instead are expected to be invested indefinitely in foreign subsidiaries.

Purchases of marketable securities were $122,652, $43,750 and $30,829 for the fiscal years ended May 31, 2009, 2008 and 2007, respectively.

The cost and fair value of marketable securities at May 31, 2009, by contractual maturity, are $120,403 and $120,393, respectively. All contractual maturities are due within one year.

43

5. Property and Equipment

				2009			2008
	Land		$	77,210		$	94,539
	Buildings and improvements			444,683			462,799
	Equipment			1,088,809			1,029,048
	Leasehold improvements			15,269			16,700
	Construction in progress			93,834			104,704
				1,719,805			1,707,790
	Less: accumulated depreciation			805,178			733,215
			$	914,627		$	974,575

Interest expense is net of capitalized interest of $2,259, $1,090 and $490 for the fiscal years ended May 31, 2009, 2008 and 2007, respectively.

6. Goodwill, Service Contracts and Other Assets

Changes in the carrying amount of goodwill and service contracts for the fiscal years ended May 31, 2009 and 2008, by operating segment, are as follows:

	Goodwill			Rental Uniforms & Ancillary Products			Uniform Direct Sales			First Aid, Safety & Protection			Document Management			Total
	Balance as of June 1, 2007		$	863,319		$	23,883		$	162,021		$	196,654		$	1,245,877
	Goodwill (adj.) acquired			(1,034	)		—			3,523			64,808			67,297
	Foreign currency translation			1,296			73			—			1,026			2,395
	Balance as of May 31, 2008		$	863,581		$	23,956		$	165,544		$	262,488		$	1,315,569
	Goodwill acquired			—			—			1,328			17,340			18,668
	Foreign currency translation			(1,702	)		(65	)		—			(1,082	)		(2,849	)
	Balance as of May 31, 2009		$	861,879		$	23,891		$	166,872		$	278,746		$	1,331,388

44

	Service Contracts			Rental Uniforms & Ancillary Products			Uniform Direct Sales			First Aid, Safety & Protection			Document Management			Total
	Balance as of June 1, 2007		$	104,285		$	699		$	45,352		$	21,025		$	171,361
	Service contracts (adj.) acquired			(19	)		—			2,682			11,227			13,890
	Service contracts amortization			(21,510	)		(401	)		(6,090	)		(6,502	)		(34,503	)
	Foreign currency translation			1,818			30			—			161			2,009
	Balance as of May 31, 2008		$	84,574		$	328		$	41,944		$	25,911		$	152,757
	Service contracts acquired			—			—			264			4,252			4,516
	Service contracts amortization			(16,289	)		(289	)		(6,166	)		(7,613	)		(30,357	)
	Foreign currency translation			(2,388	)		(39	)		—			(159	)		(2,586	)
	Balance as of May 31, 2009		$	65,897		$	—		$	36,042		$	22,391		$	124,330

Information regarding Cintas' service contracts and other assets follows:

	As of May 31, 2009			Carrying Amount			Accumulated Amortization			Net
	Service contracts		$	335,473		$	211,143		$	124,330
	Noncompete and consulting agreements		$	65,683		$	44,320		$	21,363
	Investments			51,762			—			51,762
	Other			10,675			3,467			7,208
	Total		$	128,120		$	47,787		$	80,333

	As of May 31, 2008			Carrying Amount			Accumulated Amortization			Net
	Service contracts		$	333,543		$	180,786		$	152,757
	Noncompete and consulting agreements		$	63,894		$	34,625		$	29,269
	Investments			46,012			—			46,012
	Other			10,790			2,707			8,083
	Total		$	120,696		$	37,332		$	83,364

Amortization expense was $42,534, $43,337 and $40,745 for the fiscal years ended May 31, 2009, 2008 and 2007, respectively. Estimated amortization expense, excluding any future acquisitions, for each of the next five years is $39,348, $35,493, $29,363, $13,534 and $10,868, respectively.

45

7. Long-Term Debt

				2009			2008
	Unsecured term notes due through 2036 at an average rate of 6.07%		$	786,627		$	779,652
	Unsecured notes due through 2009			—			163,005
	Other			29			1,149
				786,656			943,806
	Less: amounts due within one year			598			1,070
			$	786,058		$	942,736

Cintas has $68,640 of letters of credit outstanding at May 31, 2009. Maturities of long-term debt during each of the next five years are $598, $609, $647, $225,636 and $8,187, respectively.

Interest paid, net of amount capitalized, was $49,857, $49,707 and $45,805 for the fiscal years ended May 31, 2009, 2008 and 2007, respectively.

Cintas has a commercial paper program supported by a $600,000 long-term credit facility. As of May 31, 2009, there was no commercial paper outstanding. As of May 31, 2008, there was $163,000 of commercial paper outstanding.

Cintas periodically uses cash flow hedges to hedge the exposure of variability in interest rates. Such agreements effectively convert a portion of the floating rate debt to a fixed rate basis, thus reducing the impact of interest rate changes on future interest expense. The effective portion of the net gain or loss on the derivative instrument is reported as a component of other comprehensive income and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Gains or losses on the ineffective portion of the hedge are charged to earnings in the current period. When outstanding, the effectiveness of these derivative instruments is reviewed at least every fiscal quarter. Examples of cash flow hedging instruments that Cintas may use are interest rate swaps, lock agreements and forward starting swaps. There were no interest rate swaps, lock agreements or forward starting swaps outstanding as of May 31, 2009 or 2008.

Cintas used interest rate lock agreements to hedge against movements in the treasury rates at the time Cintas issued its senior notes in fiscal 2002, fiscal 2007 and fiscal 2008. The amortization of the cash flow hedges resulted in a credit to other comprehensive income of $767, $521 and $384 for the fiscal years ended May 31, 2009, 2008 and 2007, respectively.

To hedge the exposure of movements in the foreign currency rates, Cintas uses foreign currency hedges. These hedges would reduce the impact on cash flows from movements in the foreign currency exchange rates. Examples of foreign currency hedge instruments that Cintas may use are average rate options and forward contracts. At May 31, 2009, Cintas had $78 in average rate options included in accounts receivable, net and $253 in forward contracts included in current accrued liabilities. These instruments reduced foreign currency exchange loss by $1,095 during fiscal 2009.

Cintas has certain covenants related to debt agreements. These covenants limit Cintas' ability to incur certain liens, to engage in sale-leaseback transactions and to merge, consolidate or sell all or substantially all of Cintas' assets. These covenants also require Cintas to maintain certain debt to capitalization and interest coverage ratios. Cross default provisions exist between certain debt instruments. Cintas is in compliance with all of the significant debt covenants for all periods presented. If a default of a significant covenant were to occur, the default could result in an acceleration of the maturity of the indebtedness, impair liquidity and limit the ability to raise future capital.

46

8. Leases

Cintas conducts certain operations from leased facilities and leases certain equipment. Most leases contain renewal options for periods from 1 to 10 years. The lease agreements provide for increases in rent expense if the options are exercised based on increases in certain price level factors or other prearranged factors. Step rent provisions, escalation clauses, capital improvements funding and other lease concessions are taken into account in computing minimum lease payments. Minimum lease payments are recognized on a straight-line basis over the minimum lease term. Lease payments are not dependent on an existing index or rate and are not included in minimum lease payments. It is anticipated that expiring leases will be renewed or replaced.

The minimum rental payments under noncancelable lease arrangements for each of the next five years and thereafter are $27,329, $22,560, $17,193, $11,222, $6,812 and $10,839, respectively. Rent expense under operating leases during the fiscal years ended May 31, 2009, 2008 and 2007, was $37,897, $34,996 and $33,268, respectively.

9. Income Taxes

Income before income taxes consist of the following components:

				2009			2008			2007
	U.S. operations		$	332,863		$	476,279		$	488,011
	Foreign operations			28,730			54,425			45,542
			$	361,593		$	530,704		$	533,553

Income taxes consist of the following components:

						2009			2008			2007
	Current:
	Federal				$	135,909		$	171,927		$	184,363
	State and local					18,962			17,225			16,181
						154,871			189,152			200,544
	Deferred					(19,635	)		6,147			(1,529	)
					$	135,236		$	195,299		$	199,015

Reconciliation of income tax expense using the statutory rate and actual income tax expense is as follows:

				2009			2008			2007
	Income taxes at the U.S. federal statutory rate		$	126,558		$	185,746		$	186,744
	State and local income taxes, net of federal benefit			9,062			12,832			10,602
	Other			(384	)		(3,279	)		1,669
			$	135,236		$	195,299		$	199,015

47

The components of deferred income taxes included on the consolidated balance sheets are as follows:

						2009			2008
	Deferred tax assets:
	Employee benefits				$	102		$	8,100
	Allowance for doubtful accounts					6,211			4,589
	Inventory obsolescence					17,877			8,793
	Insurance and contingencies					15,492			10,753
	Other					23,192			16,820
						62,874			49,055
	Deferred tax liabilities:
	In service inventory					7,743			8,248
	Property					76,482			66,339
	Intangibles					58,538			51,993
	State taxes and other					2,775			7,249
						145,538			133,829
	Net deferred tax liability				$	82,664		$	84,774

Income taxes paid were $187,150, $180,634 and $220,740 for the fiscal years ended May 31, 2009, 2008 and 2007, respectively.

Cintas has undistributed earnings of foreign subsidiaries of approximately $181,556 at May 31, 2009, for which deferred taxes have not been provided. Such earnings are considered indefinitely invested in the foreign subsidiaries. If such earnings were repatriated, additional tax expense may result. The current calculation of such additional taxes is not practicable.

Cintas adopted FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes — an interpretation of FASB Statement No. 109 (FIN 48) in fiscal 2008. FIN 48 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under FIN 48, companies may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. FIN 48 also provides guidance on derecognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. As a result of the adoption of FIN 48, Cintas recorded a decrease to retained earnings as of June 1, 2007, and a corresponding increase in long-term accrued liabilities of $13,731, inclusive of associated interest and penalties.

As of May 31, 2009 and May 31, 2008, there was $26,261 and $27,861, respectively, in total unrecognized tax benefits, which if recognized, would favorably impact Cintas' effective tax rate. Cintas recognizes interest accrued related to unrecognized tax benefits and penalties in income tax expense in the consolidated statements of income, which is consistent with the recognition of these items in prior reporting periods. The total amount accrued for interest and penalties as of May 31, 2009 and May 31, 2008, was $15,739 and $15,850, respectively. Cintas records the tax liability under FIN 48 in both current and long-term accrued liabilities on the consolidated balance sheets.

48

In the normal course of business, Cintas provides for uncertain tax positions and the related interest, and adjusts its unrecognized tax benefits and accrued interest accordingly. During fiscal 2009, unrecognized tax benefits related to continuing operations decreased by $18,682 and accrued interest decreased by $565.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

	Balance at June 1, 2007		$	112,658
	Additions based on tax positions related to the current year			1,554
	Additions for tax positions of prior years			4,465
	Settlements			(87	)
	Statute expirations			(3,261	)
	Balance at May 1, 2008		$	115,329
	Additions based on tax positions related to the current year			1,525
	Additions for tax positions of prior years			1,989
	Settlements			(3,120	)
	Statute expirations			(20,558	)
	Balance at May 31, 2009		$	95,165

The majority of Cintas' operations are in the United States and Canada. Cintas is required to file federal income tax returns as well as state income tax returns in a majority of the domestic states and also in certain Canadian provinces. At times, Cintas is subject to audits in these jurisdictions. The audits, by nature, are sometimes complex and can require several years to resolve. The final resolution of any such tax audit could result in either a reduction in Cintas' accruals or an increase in its income tax provision, either of which could have an impact on the consolidated results of operation in any given period.

All U.S. federal income tax returns are closed to audit through fiscal 2005. Cintas is currently in advanced stages of various audits in certain foreign jurisdictions and certain domestic states. The years under audit cover fiscal years back to 2000. Based on the resolution of the various audits, it is reasonably possible that the balance of unrecognized tax benefits could decrease by $1,346 for the fiscal year ended May 31, 2010.

49

10. Acquisitions

For all acquisitions accounted for as purchases, the purchase price paid for each has been allocated to the fair value of the assets acquired and liabilities assumed. During fiscal 2009, Cintas acquired three First Aid, Safety and Fire Protection Services operating segment businesses and twelve Document Management Services operating segment businesses. During fiscal 2008, Cintas acquired one Rental Uniforms and Ancillary Products operating segment business, nine First Aid, Safety and Fire Protection Services operating segment businesses and twenty Document Management Services operating segment businesses. The following summarizes the aggregate purchase price for all businesses acquired:

				2009			2008
	Fair value of tangible assets acquired		$	6,546		$	13,587
	Fair value of goodwill acquired			19,024			67,758
	Fair value of service contracts acquired			4,085			13,596
	Fair value of other intangibles acquired			2,288			5,429
	Total fair value of assets acquired			31,943			100,370
	Fair value of liabilities assumed and incurred			574			(11,165	)
	Total cash paid for acquisitions		$	31,369		$	111,535

The results of operation for the acquired businesses are included in the consolidated statements of income from the dates of acquisition. The pro forma revenue, net income and earnings per share information relating to acquired businesses are not presented because they are not significant to Cintas.

11. Defined Contribution Plans

Cintas' Partners' Plan (the Plan) is a non-contributory profit sharing plan and Employee Stock Ownership Plan (ESOP) for the benefit of substantially all U.S. Cintas employees who have completed one year of service. The Plan also includes a 401(k) savings feature covering substantially all U.S. employees. The amounts of contributions to the Plan and ESOP, as well as the matching contribution to the 401(k), are made at the discretion of Cintas. Total contributions, including Cintas' matching contributions, which approximate cost, were $23,400, $28,700 and $27,900 for the fiscal years ended May 31, 2009, 2008 and 2007, respectively.

Cintas also has a non-contributory deferred profit sharing plan (DPSP), which covers substantially all Canadian employees. In addition, a registered retirement savings plan (RRSP) is offered to those employees. The amounts of contributions to the DPSP, as well as the matching contribution to the RRSP, are made at the discretion of Cintas. Total contributions, which approximate cost, were $1,086, $1,500 and $1,239 for the fiscal years ended May 31, 2009, 2008 and 2007, respectively.

50

12. Earnings per Share

Earnings per share are computed in accordance with FASB Statement No. 128, Earnings per Share. The basic computations are based on the weighted average number of common shares outstanding during each period. The diluted computations reflect the potential dilution that could occur if stock options were exercised into common stock, under certain circumstances, that then would share in the earnings of Cintas.

The following table represents a reconciliation of the shares used to calculate basic and diluted earnings per share for the respective years:

						2009			2008			2007
	Numerator:
	Net income				$	226,357		$	335,405		$	334,538
	Denominator:
	Denominator for basic earnings per share — weighted average shares (000's)					152,942			155,678			159,769
	Effect of dilutive securities — employee stock options (000's)					424			252			418
	Denominator for diluted earnings per share — adjusted weighted average shares and assumed conversions (000's)					153,366			155,930			160,187
	Basic earnings per share				$	1.48		$	2.15		$	2.09
	Diluted earnings per share				$	1.48		$	2.15		$	2.09

13. Stock-Based Compensation

Under the 2005 Equity Compensation Plan adopted by Cintas in fiscal 2006, Cintas may grant officers and key employees equity compensation in the form of stock options, stock appreciation rights, restricted and unrestricted stock awards, performance awards and other stock unit awards up to an aggregate of 14,000,000 shares of Cintas' common stock. The compensation cost charged against income was $11,953, $7,456 and $4,500 for the fiscal years ended May 31, 2009, 2008 and 2007, respectively. The amount recorded in fiscal 2007 reflects a cumulative catch-up adjustment of $2,169 ($2,088 after tax), due to a change in the estimated forfeitures for certain existing stock option and restricted stock grants. Basic and diluted earnings per share for the year ended May 31, 2007, are both $.01 higher, respectively, due to this change in estimated forfeitures. The total income tax benefit recognized in the consolidated income statement for share-based compensation arrangements was $2,809, $2,022 and $1,413 for the fiscal years ended May 31, 2009, 2008 and 2007, respectively.

51

Stock Options

Stock options are granted at the fair market value of the underlying common stock on the date of grant. The option terms are determined by the Compensation Committee of the Board of Directors, but no stock option may be exercised later than 10 years after the date of the grant. The option awards generally have 10-year terms with graded vesting in years 3 through 10 based on continuous service during that period. Cintas recognizes compensation expense for these options using the straight-line recognition method over the vesting period.

The fair value of these options was estimated at the date of grant using a Black-Scholes option-pricing model with the following assumptions:

				2009			2008			2007
	Risk-free interest rate			4.5	%		4.5	%		4.0	%
	Dividend yield			1.0	%		0.8	%		0.7	%
	Expected volatility of Cintas' common stock			30.0	%		30.0	%		38.0	%
	Expected life of the option in years			7.5			8.5			7.5

The risk-free interest rate is based on U.S. government issues with a remaining term equal to the expected life of the stock options. The determination of expected volatility is based on historical volatility of Cintas' common stock over the period commensurate with the expected term of stock options, as well as other relevant factors. The weighted average expected term was determined based on the historical employee exercise behavior of the options. The weighted-average fair value of stock options granted during fiscal 2009, 2008 and 2007 was $10.17, $15.89 and $16.01, respectively.

The information presented in the following table relates primarily to stock options granted and outstanding under either the plan adopted in fiscal 2006 or under previously adopted plans:

						Shares			Weighted Average Exercise Price
	Outstanding, May 31, 2006 (2,718,180 shares exercisable)					6,535,404		$	40.08
	Granted					1,226,855			38.05
	Canceled					(720,927	)		41.47
	Exercised					(392,728	)		22.40
	Outstanding, May 31, 2007 (2,316,157 shares exercisable)					6,648,604			40.60
	Granted					1,005,200			30.99
	Canceled					(745,197	)		40.15
	Exercised					(259,839	)		24.07
	Outstanding, May 31, 2008 (2,041,837 shares exercisable)					6,648,768			39.85
	Granted					539,039			23.62
	Canceled					(828,383	)		36.47
	Exercised					—			—
	Outstanding, May 31, 2009 (1,914,710 shares exercisable)					6,359,424		$	38.91

There were no stock options exercised during the year ended May 31, 2009. The total cash received from employees as a result of employee stock option exercises for the fiscal years ended May 31, 2008 and 2007 was $4,430 and $5,023, respectively.

52

The fair value of stock options vested during fiscal 2009 is $3,458.

The following table summarizes the information related to stock options outstanding at May 31, 2009:

									Outstanding Options						Exercisable Options
			Range of Exercise Prices			Number Outstanding			Average Remaining Option Life			Weighted Average Exercise Price			Number Exercisable			Weighted Average Exercise Price
			$ 20.29 – $ 39.19			1,771,714			8.13		$	29.35			118,913		$	34.70
			39.29 – 41.65			1,596,383			4.80			40.29			605,470			41.12
			41.72 – 42.06			1,219,027			3.83			42.03			337,827			41.95
			42.19 – 53.19			1,772,300			4.16			44.83			852,500			45.49
			$ 20.29 – $ 53.19			6,359,424			5.37		$	38.91			1,914,710		$	42.81

At May 31, 2009, the aggregate intrinsic value of stock options outstanding and exercisable was $52 and $0, respectively.

The weighted-average remaining contractual term of stock options exercisable is 2.3 years.

Restricted Stock Awards

Restricted stock awards will consist of Cintas' common stock which is subject to such conditions, restrictions and limitations as the Compensation Committee of the Board of Directors determines to be appropriate. The vesting period is generally three years after the grant date. The recipient of restricted stock awards will have all rights of a shareholder of Cintas, including the right to vote and the right to receive cash dividends, during the vesting period.

The information presented in the following table relates to restricted stock awards granted and outstanding under the plan adopted in fiscal 2006:

							Shares			Weighted Average Exercise Price
	Outstanding, unvested grants at May 31, 2006						128,075		$	36.08
	Granted						251,011			38.11
	Canceled						(49,662	)		37.92
	Vested						—			—
	Outstanding, unvested grants at May 31, 2007						329,424			37.35
	Granted						240,086			30.05
	Canceled						(35,879	)		38.16
	Vested						—			—
	Outstanding, unvested grants at May 31, 2008						533,631			34.01
	Granted						502,821			26.66
	Canceled						(52,583	)		32.99
	Vested						(2,500	)		36.08
	Outstanding, unvested grants at May 31, 2009						981,369		$	30.29

The remaining unrecognized compensation cost related to unvested stock options and restricted stock at May 31, 2009, was $45,348, and the weighted-average period of time over which this cost will be recognized is 3.3 years.

53

Cintas reserves shares of common stock to satisfy share option exercises and/or future restricted stock grants. At May 31, 2009, 11,573,249 shares of common stock are reserved for future issuance under the 2005 Equity Compensation Plan.

14. Litigation and Other Contingencies

Cintas is subject to legal proceedings and claims arising from the ordinary course of its business, including personal injury, customer contract, environmental and employment claims. In the opinion of management, the aggregate liability, if any, with respect to such ordinary course of business actions will not have a material adverse effect on the financial position or results of operation of Cintas. Cintas is party to additional litigation not considered in the ordinary course of business, including the litigation discussed below.

Cintas is a defendant in a purported class action lawsuit, Paul Veliz, et al. v. Cintas Corporation, filed on March 19, 2003, in the United States District Court, Northern District of California, Oakland Division, alleging that Cintas violated certain federal and state wage and hour laws applicable to its service sales representatives, whom Cintas considers exempt employees, and asserting additional related ERISA claims. On April 5, 2004 and February 14, 2006, the court stayed the claims of all plaintiffs with valid arbitration agreements pending arbitration of those claims. On August 23, 2005, an amended complaint was filed alleging additional state law wage and hour claims under the following state laws: Arkansas, Kansas, Kentucky, Maine, Maryland, Massachusetts, Minnesota, New Mexico, Ohio, Oregon, Pennsylvania, Rhode Island, Washington, West Virginia and Wisconsin. The plaintiffs are seeking unspecified monetary damages, injunctive relief or both. Cintas denies these claims and is defending the plaintiffs' allegations. On February 14, 2006, the court permitted plaintiffs to file a second amended complaint alleging state law claims in the 15 states listed above only with respect to the putative class members that may litigate their claims in court. On April 30, 2009, plaintiff filed a statement with the court indicating that plaintiffs do not intend to pursue class certification for any of their state law claims other than those arising under California law. Plaintiffs have yet to identify a representative plaintiff for their California class claims. No determination has been made by the court or an arbitrator regarding class certification. There can be no assurance as to whether a class will be certified or, if a class is certified, as to the geographic or other scope of such class. If a court or arbitrator certifies a class in this action and there is an adverse verdict on the merits, or in the event of a negotiated settlement of the action, the resulting liability and/or any increased costs of operations on an ongoing basis could be material to Cintas. Any estimated liability relating to this lawsuit is not determinable at this time.

Cintas also is a defendant in a purported class action lawsuit, Mirna E. Serrano, et al. v. Cintas Corporation (Serrano), filed on May 10, 2004, and pending in the United States District Court, Eastern District of Michigan, Southern Division. The Serrano plaintiffs allege that Cintas discriminated against women in hiring into various service sales representative positions across all divisions of Cintas. On November 15, 2005, the Equal Employment Opportunity Commission (EEOC) intervened in the Serrano lawsuit. The Serrano plaintiffs seek injunctive relief, compensatory damages, punitive damages, attorneys' fees and other remedies. Cintas is a defendant in another purported class action lawsuit, Blanca Nelly Avalos, et al. v. Cintas Corporation (Avalos), currently pending in the United States District Court, Eastern District of Michigan, Southern Division. Ms. Avalos' claims have been dismissed, but her putative class complaint remains pending. The Avalos plaintiffs allege that Cintas discriminated against women, African-Americans and Hispanics in hiring into various service sales representative positions in Cintas' Rental division only throughout the United States. The Avalos plaintiffs seek injunctive relief, compensatory damages, punitive damages, attorneys' fees and other remedies. The claims in Avalos originally were brought in the previously disclosed lawsuit captioned Robert Ramirez, et al. v. Cintas Corporation (Ramirez), filed on January 20, 2004, in the United States District Court, Northern District of California, San Francisco Division. On April 27, 2005, the EEOC intervened in the claims asserted in Ramirez. On May 11, 2006, the Ramirez and Avalos African-American, Hispanic and female failure to hire into service sales representative positions claims and the

54

EEOC's intervention were consolidated for pretrial purposes with the Serrano case and transferred to the United States District Court for the Eastern District of Michigan, Southern Division. The consolidated case is known as Mirna E. Serrano/Blanca Nelly Avalos, et al. v. Cintas Corporation (Serrano/Avalos). On October 27, 2008, the United States District Court in the Eastern District of Michigan granted a summary judgment in favor of Cintas limiting the scope of the putative class in the Serrano lawsuit to female applicants for service sales representative positions at Cintas locations within the state of Michigan. Consequently, all claims brought by female applicants for service sales representative positions outside of the state of Michigan were dismissed. Similarly, any claims brought by the EEOC on behalf of similarly situated female applicants outside of the state of Michigan have also been dismissed from the Serrano lawsuit. On March 31, 2009, the United States District Court, Eastern District of Michigan, Southern Division entered an order denying class certification to all plaintiffs in the Serrano/Avalos lawsuits. On February 24, 2006, a motion to intervene in Serrano was filed by intervening plaintiffs Colleen Grindle, et al., on behalf of a subclass of female employees at Cintas' Perrysburg, Ohio, rental location who allegedly were denied hire, promotion, or transfer to service sales representative positions. On March 24, 2006, the plaintiffs Colleen Grindle, et al., withdrew their motion to intervene without prejudice. On February 20, 2007, the plaintiffs Colleen Grindle, et al., filed a separate lawsuit in the Court of Common Pleas, Wood County, Ohio, captioned Colleen Grindle, et al. v. Cintas Corporation (Grindle), on behalf of a class of female employees at Cintas' Perrysburg, Ohio, location who allegedly were denied hire, promotion, or transfer to service sales representative positions on the basis of their gender. The Grindle plaintiffs seek injunctive relief, compensatory damages, punitive damages, attorneys' fees and other remedies. On May 19, 2009, the Grindle plaintiffs dismissed their class action allegations. The non-service sales representative hiring claims in the previously disclosed Ramirez case had been ordered by the United States District Court for the Northern District of California, San Francisco Division to arbitration and their claims had been stayed pending the completion of arbitration. The Ramirez purported class action claims included allegations that Cintas failed to promote Hispanics into supervisory positions, discriminated against African-Americans and Hispanics in service sales representative route assignments and discriminated against African-Americans in hourly pay in Cintas' Rental division only throughout the United States. The Ramirez plaintiffs sought injunctive relief, compensatory damages, punitive damages, attorneys' fees and other remedies. In addition, a class action lawsuit, Larry Houston, et al. v. Cintas Corporation (Houston), was filed on August 3, 2005, in the United States District Court for the Northern District of California on behalf of African-American managers alleging racial discrimination. On November 22, 2005, the court entered an order consolidating Houston with Ramirez and ordered the named plaintiffs in Houston to arbitrate all of their claims for monetary damages with the previously filed Ramirez arbitration. On March 16, 2009, the plaintiffs in Ramirez and Houston agreed to voluntarily dismiss all class claims in the case with prejudice and the arbitrator entered an order dismissing all class claims in the consolidated arbitration. On April 3, 2009, the United States District Court for the Northern District of California entered an order affirming the arbitrator's decision to dismiss the class claims in Ramirez and Houston with prejudice, and thereby relinquished his jurisdiction over the individual plaintiffs' class claims.

On July 17, 2008, Manville Personal Injury Settlement Trust filed a purported shareholder derivative lawsuit in the Court of Common Pleas, Hamilton County, Ohio, captioned Manville Personal Injury Settlement Trust v. Richard T. Farmer, et al., A0806822 against certain directors and officers, alleging that they breached their fiduciary duties to Cintas by consciously failing to cause Cintas to comply with worker safety and employment-related laws and regulations. Cintas is named as a nominal defendant in the case. The complaint contends that, as a consequence of such alleged breach of duty, Cintas suffered substantial monetary losses and other injuries and seeks, among other things, an award of compensatory damages, other non-monetary remedies and expenses.

The litigation discussed above, if decided or settled adversely to Cintas, may, individually or in the aggregate, result in liability material to Cintas' financial condition or results of operation and could increase costs of operations on an ongoing basis. Any estimated liability relating to these proceedings is not determinable at this time. Cintas may enter into discussions regarding settlement of these and other lawsuits, and may enter into settlement agreements if it believes such settlement is in the best interest of Cintas' shareholders.

55

15. Operating Segment Information

Cintas classifies its businesses into four operating segments in accordance with the criteria set forth in FASB Statement No. 131, Disclosures about Segments of an Enterprise and Related Information. The Rental Uniforms and Ancillary Products operating segment reflects the rental and servicing of uniforms and other garments including flame resistant clothing, mats, mops and shop towels and other ancillary items. In addition to these rental items, restroom and hygiene products and services are also provided within this operating segment. The Uniform Direct Sales operating segment consists of the direct sale of uniforms and related items and branded promotional products. The First Aid, Safety and Fire Protection Services operating segment consists of first aid, safety and fire protection products and services. The Document Management Services operating segment consists of document destruction, document imaging and document retention services.

As described more fully in Note 2 entitled Restructuring and Related Activity, Cintas recorded a charge of $59,097 related to restructuring activities and impairment of long-lived assets in the quarter ended May 31, 2009. The total charges due to the restructuring activities and impairment of long-lived assets for the Rental Uniforms and Ancillary Products, Uniform Direct Sales, First Aid, Safety and Fire Protection Services and Document Management Services operating segments is $52,986, $4,682, $1,107 and $322, respectively.

56

Cintas evaluates the performance of each operating segment based on several factors of which the primary financial measures are operating segment revenue and income before income taxes. The accounting policies of the operating segments are the same as those described in Note 1 entitled Significant Accounting Policies. Information related to the operations of Cintas' operating segments is set forth below.

			Rental Uniforms & Ancillary Products			Uniform Direct Sales			First Aid, Safety & Fire Protection			Document Management			Corporate			Total
May 31, 2009
Revenue		$	2,755,015		$	428,369		$	378,097		$	213,204		$	—		$	3,774,685
Gross margin		$	1,192,785		$	106,033		$	144,180		$	107,873		$	—		$	1,550,871
Selling and admin. expenses			769,275			98,131			127,126			88,177			—			1,082,709
Restructuring charges			8,782			547			564			316			—			10,209
Impairment of long-lived assets			44,204			4,135			543			6			—			48,888
Interest income			—			—			—			—			(2,764	)		(2,764	)
Interest expense			—			—			—			—			50,236			50,236
Income before income taxes		$	370,524		$	3,220		$	15,947		$	19,374		$	(47,472	)	$	361,593
Depreciation and amortization		$	140,448		$	6,950		$	18,282		$	34,426		$	—		$	200,106
Capital expenditures		$	114,423		$	14,582		$	8,312		$	22,775		$	—		$	160,092
Total assets		$	2,533,406		$	140,826		$	324,158		$	472,423		$	250,138		$	3,720,951
May 31, 2008
Revenue		$	2,834,568		$	517,490		$	403,552		$	182,290		$	—		$	3,937,900
Gross margin		$	1,252,951		$	168,210		$	160,823		$	99,616		$	—		$	1,681,600
Selling and admin. expenses			801,691			103,444			125,185			73,825			—			1,104,145
Interest income			—			—			—			—			(6,072	)		(6,072	)
Interest expense			—			—			—			—			52,823			52,823
Income before income taxes		$	451,260		$	64,766		$	35,638		$	25,791		$	(46,751	)	$	530,704
Depreciation and amortization		$	139,781		$	7,072		$	17,483		$	27,567		$	—		$	191,903
Capital expenditures		$	140,838		$	6,454		$	12,043		$	30,998		$	—		$	190,333
Total assets		$	2,620,138		$	205,638		$	345,479		$	445,651		$	191,695		$	3,808,601
May 31, 2007
Revenue		$	2,734,629		$	501,443		$	362,417		$	108,411		$	—		$	3,706,900
Gross margin		$	1,219,444		$	160,676		$	144,439		$	56,796		$	—		$	1,581,355
Selling and admin. expenses			757,058			97,361			106,171			49,592			(6,224	)		1,003,958
Interest income			—			—			—			—			(6,480	)		(6,480	)
Interest expense			—			—			—			—			50,324			50,324
Income before income taxes		$	462,386		$	63,315		$	38,268		$	7,204		$	(37,620	)	$	533,553
Depreciation and amortization		$	135,207		$	6,548		$	14,943		$	19,228		$	—		$	175,926
Capital expenditures		$	132,857		$	7,955		$	11,384		$	28,628		$	—		$	180,824
Total assets		$	2,567,070		$	183,373		$	330,735		$	333,889		$	155,413		$	3,570,480

57

16. Quarterly Financial Data (Unaudited)

As described more fully in Note 2 entitled Restructuring and Related Activity, we recorded a charge of $59,097 related to restructuring activities and impairment of long-lived assets in the quarter ended May 31, 2009. The following is a summary of the results of operation for each of the quarters within the fiscal years ended May 31, 2009 and 2008:

	May 31, 2009			First Quarter			Second Quarter			Third Quarter			Fourth Quarter
	Revenue		$	1,002,179		$	985,184		$	908,639		$	878,683
	Gross margin		$	425,083		$	415,000		$	376,437		$	334,351
	Net income		$	78,636		$	71,838		$	71,811		$	4,072
	Basic earnings per share		$	.51		$	.47		$	.47		$	.03
	Diluted earnings per share		$	.51		$	.47		$	.47		$	.03
	Weighted average number of shares outstanding (000's)			153,394			152,788			152,993			152,790

	May 31, 2008			First Quarter			Second Quarter			Third Quarter			Fourth Quarter
	Revenue		$	969,128		$	983,865		$	975,952		$	1,008,955
	Gross margin		$	417,372		$	420,568		$	411,225		$	432,435
	Net income		$	81,063		$	82,853		$	81,828		$	89,661
	Basic earnings per share		$	.51		$	.53		$	.53		$	.58
	Diluted earnings per share		$	.51		$	.53		$	.53		$	.58
	Weighted average number of shares outstanding (000's)			158,771			156,563			153,679			153,686

58

17. Supplemental Guarantor Information

Cintas Corporation No. 2 (Corp. 2) is the indirectly, wholly-owned principal operating subsidiary of Cintas. Corp. 2 is the issuer of the $775,000 of long-term senior notes, which are unconditionally guaranteed, jointly and severally, by Cintas Corporation and its wholly-owned, direct and indirect domestic subsidiaries.

As allowed by SEC rules, the following condensed consolidating financial statements are provided as an alternative to filing separate financial statements of the guarantors. Each of the subsidiaries presented in the condensed consolidating financial statements has been fully consolidated in Cintas' consolidated financial statements. The condensed consolidating financial statements should be read in conjunction with the consolidated financial statements of Cintas and notes thereto of which this note is an integral part.

Condensed consolidating financial statements for Cintas, Corp. 2, the subsidiary guarantors and non-guarantors are presented on the following pages.

Condensed Consolidating Income Statement

Fiscal Year Ended May 31, 2009					Cintas Corporation			Corp. 2			Subsidiary Guarantors			Non- Guarantors			Eliminations			Cintas Corporation Consolidated
Revenue:
Rental uniforms and ancillary products				$	—		$	2,101,857		$	569,780		$	175,711		$	(92,333	)	$	2,755,015
Other services					—			1,295,603			397,426			60,414			(733,773	)		1,019,670
Equity in net income of affiliates					226,357			—			—			—			(226,357	)		—
					226,357			3,397,460			967,206			236,125			(1,052,463	)		3,774,685
Costs and expenses (income):
Cost of rental uniforms and ancillary products					—			1,242,048			368,125			106,856			(154,799	)		1,562,230
Cost of other services					—			958,634			348,159			38,449			(683,658	)		661,584
Selling and administrative expenses					—			1,051,221			(27,889	)		57,953			1,424			1,082,709
Restructuring charges					—			6,575			3,531			103			—			10,209
Impairment of long-lived assets					—			25,713			17,328			5,847			—			48,888
Operating income					226,357			113,269			257,952			26,917			(215,430	)		409,065
Interest income					—			—			(930	)		(1,834	)		—			(2,764	)
Interest expense (income)					—			53,197			(2,982	)		21			—			50,236
Income before income taxes					226,357			60,072			261,864			28,730			(215,430	)		361,593
Income taxes					—			17,152			110,001			8,083			—			135,236
Net income				$	226,357		$	42,920		$	151,863		$	20,647		$	(215,430	)	$	226,357

59

Condensed Consolidating Income Statement

Fiscal Year Ended May 31, 2008					Cintas Corporation			Corp. 2			Subsidiary Guarantors			Non- Guarantors			Eliminations			Cintas Corporation Consolidated
Revenue:
Rental uniforms and ancillary products				$	—		$	2,059,920		$	578,426		$	197,333		$	(1,111	)	$	2,834,568
Other services					—			1,418,749			536,881			66,873			(919,171	)		1,103,332
Equity in net income of affiliates					335,405			—			—			—			(335,405	)		—
					335,405			3,478,669			1,115,307			264,206			(1,255,687	)		3,937,900
Costs and expenses (income):
Cost of rental uniforms and ancillary products					—			1,262,373			372,225			115,822			(168,802	)		1,581,618
Cost of other services					—			928,838			456,759			41,750			(752,665	)		674,682
Selling and administrative expenses					—			1,078,984			(27,702	)		57,239			(4,376	)		1,104,145
Operating income					335,405			208,474			314,025			49,395			(329,844	)		577,455
Interest income					—			—			(1,450	)		(4,622	)		—			(6,072	)
Interest expense (income)					—			54,153			(7,107	)		5,777			—			52,823
Income before income taxes					335,405			154,321			322,582			48,240			(329,844	)		530,704
Income taxes					—			57,779			120,776			16,744			—			195,299
Net income				$	335,405		$	96,542		$	201,806		$	31,496		$	(329,844	)	$	335,405

Condensed Consolidating Income Statement

Fiscal Year Ended May 31, 2007					Cintas Corporation			Corp. 2			Subsidiary Guarantors			Non- Guarantors			Eliminations			Cintas Corporation Consolidated
Revenue:
Rental uniforms and ancillary products				$	—		$	2,009,095		$	554,595		$	171,634		$	(695	)	$	2,734,629
Other services					—			1,337,319			543,535			57,625			(966,208	)		972,271
Equity in net income of affiliates					334,538			—			—			—			(334,538	)		—
					334,538			3,346,414			1,098,130			229,259			(1,301,441	)		3,706,900
Costs and expenses (income):
Cost of rental uniforms and ancillary products					—			1,249,798			333,004			102,133			(169,750	)		1,515,185
Cost of other services					—			1,015,381			352,099			35,424			(792,544	)		610,360
Selling and administrative expenses					—			891,836			70,341			48,817			(7,036	)		1,003,958
Operating income					334,538			189,399			342,686			42,885			(332,111	)		577,397
Interest income					—			(2,628	)		(528	)		(3,324	)		—			(6,480	)
Interest expense (income)					—			50,981			(6,307	)		5,650			—			50,324
Income before income taxes					334,538			141,046			349,521			40,559			(332,111	)		533,553
Income taxes					—			52,853			130,972			15,190			—			199,015
Net income				$	334,538		$	88,193		$	218,549		$	25,369		$	(332,111	)	$	334,538

60

Condensed Consolidating Balance Sheet

As of May 31, 2009					Cintas Corporation			Corp. 2			Subsidiary Guarantors			Non- Guarantors			Eliminations			Cintas Corporation Consolidated
Assets
Current assets:
Cash and cash equivalents				$	—		$	39,397		$	76,979		$	13,369		$	—		$	129,745
Marketable securities					—			—			—			120,393			—			120,393
Accounts receivable, net					—			275,878			88,158			21,944			(28,302	)		357,678
Inventories, net					—			194,604			2,505			8,248			(3,006	)		202,351
Uniforms and other rental items in service					—			258,766			76,167			20,998			(20,484	)		335,447
Income taxes, current					—			3,172			15,865			6,475			—			25,512
Deferred tax asset (liability)					—			—			67,298			(930	)		—			66,368
Prepaid expenses					—			6,178			9,473			1,384			—			17,035
Assets held for sale					—			—			15,744			—			—			15,744
Total current assets					—			777,995			352,189			191,881			(51,792	)		1,270,273
Property and equipment, at cost, net					—			636,348			227,325			50,954			—			914,627
Goodwill					—			—			1,293,559			37,829			—			1,331,388
Service contracts, net					—			118,459			1,658			4,213			—			124,330
Other assets, net					1,876,863			1,598,027			1,782,517			336,264			(5,513,338	)		80,333
				$	1,876,863		$	3,130,829		$	3,657,248		$	621,141		$	(5,565,130	)	$	3,720,951
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable				$	(465,247	)	$	162,162		$	371,731		$	(20,013	)	$	21,332		$	69,965
Accrued compensation and related liabilities					—			32,119			14,296			1,999			—			48,414
Accrued liabilities					—			43,066			147,841			8,439			(858	)		198,488
Long-term debt due within one year					—			749			68			—			(219	)		598
Total current liabilities					(465,247	)		238,096			533,936			(9,575	)		20,255			317,465
Long-term liabilities:
Long-term debt due after one year					—			796,351			241			24,511			(35,045	)		786,058
Deferred income taxes					—			—			145,444			3,588			—			149,032
Accrued liabilities					—			—			100,987			—			—			100,987
Total long-term liabilities					—			796,351			246,672			28,099			(35,045	)		1,036,077
Total shareholders' equity					2,342,110			2,096,382			2,876,640			602,617			(5,550,340	)		2,367,409
				$	1,876,863		$	3,130,829		$	3,657,248		$	621,141		$	(5,565,130	)	$	3,720,951

61

Condensed Consolidating Balance Sheet

As of May 31, 2008					Cintas Corporation			Corp. 2			Subsidiary Guarantors			Non- Guarantors			Eliminations			Cintas Corporation Consolidated
Assets
Current assets:
Cash and cash equivalents				$	—		$	37,472		$	7,851		$	20,901		$	—		$	66,224
Marketable securities					—			—			—			125,471			—			125,471
Accounts receivable, net					—			313,050			119,592			28,703			(31,267	)		430,078
Inventories, net					—			218,109			18,349			8,928			(6,717	)		238,669
Uniforms and other rental items in service					—			288,493			85,753			23,923			(27,753	)		370,416
Deferred tax asset (liability)					—			—			41,664			(2,254	)		—			39,410
Prepaid expenses					—			5,048			5,876			1,144			—			12,068
Total current assets					—			862,172			279,085			206,816			(65,737	)		1,282,336
Property and equipment, at cost, net					—			678,239			236,519			59,817			—			974,575
Goodwill					—			—			1,279,819			35,750			—			1,315,569
Service contracts, net					—			145,115			2,612			5,030			—			152,757
Other assets, net					1,736,604			1,608,496			1,751,433			369,232			(5,382,401	)		83,364
				$	1,736,604		$	3,294,022		$	3,549,468		$	676,645		$	(5,448,138	)	$	3,808,601
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable				$	(465,247	)	$	292,027		$	255,399		$	(6,000	)	$	18,576		$	94,755
Accrued compensation and related liabilities					—			29,919			18,210			2,476			—			50,605
Accrued liabilities					—			54,260			146,669			7,916			(920	)		207,925
Income taxes, current					—			340			12,686			(139	)		—			12,887
Long-term debt due within one year					—			698			574			—			(202	)		1,070
Total current liabilities					(465,247	)		377,244			433,538			4,253			17,454			367,242
Long-term liabilities:
Long-term debt due after one year					—			952,595			893			27,213			(37,965	)		942,736
Deferred income taxes					—			—			118,479			5,705			—			124,184
Accrued liabilities					—			—			120,308			—			—			120,308
Total long-term liabilities					—			952,595			239,680			32,918			(37,965	)		1,187,228
Total shareholders' equity					2,201,851			1,964,183			2,876,250			639,474			(5,427,627	)		2,254,131
				$	1,736,604		$	3,294,022		$	3,549,468		$	676,645		$	(5,448,138	)	$	3,808,601

62

Condensed Consolidating Statement of Cash Flows

Fiscal Year Ended May 31, 2009								Cintas Corporation			Corp. 2			Subsidiary Guarantors			Non- Guarantors			Eliminations			Cintas Corporation Consolidated
Cash flows from operating activities:
	Net income						$	226,357		$	42,920		$	151,863		$	20,647		$	(215,430	)	$	226,357
	Adjustments to reconcile net income to net cash provided by (used in) operating activities:
			Depreciation					—			111,242			38,289			8,041			—			157,572
			Amortization					—			39,637			1,115			1,782			—			42,534
			Impairment of long-lived assets					—			25,713			18,222			4,953			—			48,888
			Stock-based compensation					11,953			—			—			—			—			11,953
			Deferred income taxes					—			—			1,429			(2,603	)		—			(1,174	)
			Changes in current assets and liabilities, net of acquisitions of businesses:
					Accounts receivable			—			37,582			31,432			5,100			(2,965	)		71,149
					Inventories			—			23,521			15,843			(517	)		(3,711	)		35,136
					Uniforms and other rental items in service			—			29,220			7,859			(149	)		(7,269	)		29,661
					Prepaid expenses			—			(1,131	)		(3,597	)		(221	)		—			(4,949	)
					Accounts payable			—			(115,841	)		101,999			(13,474	)		2,756			(24,560	)
					Accrued compensation and related liabilities			—			2,141			(3,917	)		(236	)		—			(2,012	)
					Accrued liabilities			—			(11,594	)		(19,038	)		1,579			62			(28,991	)
					Income taxes receivable			—			(3,461	)		(28,551	)		(6,030	)		—			(38,042	)
Net cash provided by (used in) operating activities								238,310			179,949			312,948			18,872			(226,557	)		523,522
Cash flows from investing activities:
	Capital expenditures							—			(91,914	)		(59,925	)		(8,253	)		—			(160,092	)
	Proceeds from sale or redemption of marketable securities							—			—			—			116,433			—			116,433
	Purchase of marketable securities and investments							—			1,912			13,691			(122,652	)		(21,353	)		(128,402	)
	Acquisitions of businesses, net of cash acquired							—			(21,561	)		—			(9,348	)		—			(30,909	)
	Other, net							(140,259	)		88,792			(193,727	)		(64	)		245,007			(251	)
Net cash (used in) provided by investing activities								(140,259	)		(22,771	)		(239,961	)		(23,884	)		223,654			(203,221	)
Cash flows from financing activities:
	Proceeds from issuance of debt							—			7,500			—			—			—			7,500
	Repayment of debt							—			(163,693	)		(3,859	)		—			2,903			(164,649	)
	Stock options exercised							—			—			—			—			—			—
	Dividends paid							(72,207	)		—			—			—			—			(72,207	)
	Repurchase of common stock							(25,847	)		—			—			—			—			(25,847	)
	Other							3			767			—			85			—			855
Net cash (used in) provided by financing activities								(98,051	)		(155,426	)		(3,859	)		85			2,903			(254,348	)
Effect of exchange rate changes on cash & cash equivalents								—			173			—			(2,605	)		—			(2,432	)
Net increase (decrease) in cash and cash equivalents								—			1,925			69,128			(7,532	)		—			63,521
Cash and cash equivalents at beginning of period								—			37,472			7,851			20,901			—			66,224
Cash and cash equivalents at end of period							$	—		$	39,397		$	76,979		$	13,369		$	—		$	129,745

63

Condensed Consolidating Statement of Cash Flows

Fiscal Year Ended May 31, 2008								Cintas Corporation			Corp. 2			Subsidiary Guarantors			Non- Guarantors			Eliminations			Cintas Corporation Consolidated
Cash flows from operating activities:
	Net income						$	335,405		$	96,542		$	201,806		$	31,496		$	(329,844	)	$	335,405
	Adjustments to reconcile net income to net cash provided by (used in) operating activities:
			Depreciation					—			97,366			42,730			8,470			—			148,566
			Amortization					—			39,762			1,303			2,272			—			43,337
			Stock-based compensation					7,456			—			—			—			—			7,456
			Deferred income taxes					—			—			1,380			283			—			1,663
			Changes in current assets and liabilities, net of acquisitions of businesses:
					Accounts receivable			—			(9,760	)		(10,217	)		(2,630	)		7,668			(14,939	)
					Inventories			—			(9,703	)		5,053			(587	)		(863	)		(6,100	)
					Uniforms and other rental items in service			—			(14,890	)		(3,183	)		(1,083	)		(4,698	)		(23,854	)
					Prepaid expenses			—			318			3,630			(118	)		—			3,830
					Accounts payable			—			2,149,538			(2,139,010	)		27,909			(7,870	)		30,567
					Accrued compensation and related liabilities			—			(17,793	)		6,022			(659	)		—			(12,430	)
					Accrued liabilities			—			20,651			(753	)		486			14			20,398
					Income taxes (receivable) payable			—			(386	)		11,123			(1,896	)		—			8,841
Net cash provided by (used in) operating activities								342,861			2,351,645			(1,880,116	)		63,943			(335,593	)		542,740
Cash flows from investing activities:
	Capital expenditures							—			(121,909	)		(60,818	)		(7,606	)		—			(190,333	)
	Proceeds from sale or redemption of marketable securities							—			—			37,663			8,128			—			45,791
	Purchase of marketable securities and investments							—			(1,530,460	)		(371,128	)		(42,921	)		1,890,011			(54,498	)
	Acquisitions of businesses, net of cash acquired							—			(93,773	)		(41	)		(17,721	)		—			(111,535	)
	Other, net							(84,965	)		(671,455	)		2,308,662			(6	)		(1,552,636	)		(400	)
Net cash (used in) provided by investing activities								(84,965	)		(2,417,597	)		1,914,338			(60,126	)		337,375			(310,975	)
Cash flows from financing activities:
	Proceeds from issuance of debt							—			295,000			—			—			—			295,000
	Repayment of debt							—			(229,090	)		(1,537	)		—			(1,782	)		(232,409	)
	Stock options exercised							8,371			—			—			—			—			8,371
	Dividends paid							(70,831	)		—			—			—			—			(70,831	)
	Repurchase of common stock							(191,479	)		—			—			—			—			(191,479	)
	Other							(3,957	)		(7,319	)		—			(80	)		—			(11,356	)
Net cash (used in) provided by financing activities								(257,896	)		58,591			(1,537	)		(80	)		(1,782	)		(202,704	)
Effect of exchange rate changes on cash & cash equivalents								—			578			—			1,225			—			1,803
Net (decrease) increase in cash and cash equivalents								—			(6,783	)		32,685			4,962			—			30,864
Cash and cash equivalents at beginning of period								—			44,255			(24,834	)		15,939			—			35,360
Cash and cash equivalents at end of period							$	—		$	37,472		$	7,851		$	20,901		$	—		$	66,224

64

Condensed Consolidating Statement of Cash Flows

Fiscal Year Ended May 31, 2007								Cintas Corporation			Corp. 2			Subsidiary Guarantors			Non- Guarantors			Eliminations			Cintas Corporation Consolidated
Cash flows from operating activities:
	Net income						$	334,538		$	88,193		$	218,549		$	25,369		$	(332,111	)	$	334,538
	Adjustments to reconcile net income to net cash provided by (used in) operating activities:
			Depreciation					—			96,145			32,371			6,665			—			135,181
			Amortization					—			23,349			15,079			2,317			—			40,745
			Stock-based compensation					4,500			—			—			—			—			4,500
			Deferred income taxes					—			(10,263	)		9,072			859			—			(332	)
			Changes in current assets and liabilities, net of acquisitions of businesses:
					Accounts receivable			—			(13,456	)		(7,148	)		(2,237	)		11,381			(11,460	)
					Inventories			—			(31,593	)		1,328			712			(2,537	)		(32,090	)
					Uniforms and other rental items in service			—			(1,049	)		(5,192	)		(836	)		109			(6,968	)
					Prepaid expenses			—			(3,229	)		(845	)		(428	)		—			(4,502	)
					Accounts payable			—			(210,868	)		199,229			15,552			(11,567	)		(7,654	)
					Accrued compensation and related liabilities			—			7,356			5,016			228			—			12,600
					Accrued liabilities			—			5,429			3,859			(275	)		15			9,028
					Income taxes receivable			—			(3,495	)		(21,173	)		(480	)		—			(25,148	)
Net cash provided by (used in) operating activities								339,038			(53,481	)		450,145			47,446			(334,710	)		448,438
Cash flows from investing activities:
	Capital expenditures							—			(106,396	)		(63,606	)		(10,822	)		—			(180,824	)
	Proceeds from sale or redemption of marketable securities							—			120,365			—			(2,191	)		—			118,174
	Purchase of marketable securities and investments							—			(12,247	)		(17,346	)		(30,051	)		11,129			(48,515	)
	Acquisitions of businesses, net of cash acquired							—			(81,212	)		(79,192	)		(303	)		—			(160,707	)
	Other, net							(82,809	)		49,477			(292,970	)		325			324,141			(1,836	)
Net cash (used in) provided by investing activities								(82,809	)		(30,013	)		(453,114	)		(43,042	)		335,270			(273,708	)
Cash flows from financing activities:
	Proceeds from issuance of debt							—			250,000			2,460			—			—			252,460
	Repayment of debt							—			(169,049	)		(378	)		—			(560	)		(169,987	)
	Stock options exercised							10,863			—			—			—			—			10,863
	Dividends paid							(61,996	)		—			—			—			—			(61,996	)
	Repurchase of common stock							(198,949	)		—			—			—			—			(198,949	)
	Other, net							(6,147	)		(5,591	)		—			110			—			(11,628	)
Net cash (used in) provided by financing activities								(256,229	)		75,360			2,082			110			(560	)		(179,237	)
Effect of exchange rate changes on cash & cash equivalents								—			—			—			953			—			953
Net (decrease) increase in cash and cash equivalents								—			(8,134	)		(887	)		5,467			—			(3,554	)
Cash and cash equivalents at beginning of period								—			9,461			8,674			20,779			—			38,914
Cash and cash equivalents at end of period							$	—		$	1,327		$	7,787		$	26,246		$	—		$	35,360

65