Heartland Payment Systems, Inc. Board Approves Performance-Based Option Program

-- Net revenue grows at a compound annual rate of at least 15%; and,

-- Fully diluted EPS grows at a compound annual rate of at least 25%.

Robert Carr, Chairman and Chief Executive Officer, said, "Heartland's Board has adopted aggressive financial growth objectives for new performance-based stock options, reflecting their confidence in both our strategy and our ability to effectively execute our growth plan. In particular, the objective is to provide significant incentives to the management and IT teams to successfully integrate the Network Services business onto Heartland's technology platform, and into Heartland's merchant acquiring business."

These options have a 5-year term. Approximately 2.5 million shares have been authorized by the Board and awarded to the senior management and IT teams. Net revenues include the run rate of net revenues associated with the recently acquired Network Services business.

Mr. Carr continued, "Since this is a significant increase in the level of options awards at the Company, the Board and management wanted to ensure that vesting begin only after the Company had achieved financial performance that provides significant value for its shareholders."

The Company also announced that Mr. Carr and Robert Baldwin, President and Chief Financial Officer, have adopted prearranged trading plans to sell a portion of their company stock over time as part of their individual long-term tax planning, asset diversification, and liquidity strategy. Following the completion of trades contemplated under the plan, both Carr and Baldwin will continue to hold a substantial ownership interest in Heartland Payment Systems. Included in Carr's holdings are 2,375,000 shares acquired through options exercised in the first quarter of 2006, none of which were used to satisfy the tax obligations incurred at the time the options were exercised. The stock trading plans were adopted in accordance with Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended, as well as the Company's policies with respect to sales of shares held by insiders. Under the Carr plan, a maximum one million shares can be sold over the next year, corresponding to the number of new performance-based options granted to Carr by the Board of Directors. Under the Baldwin plan, a maximum 78,180 shares can be sold, representing his options that expire in January 2009.

About Heartland Payment Systems

Heartland Payment Systems, Inc., a NYSE company trading under the symbol HPY, delivers credit/debit/prepaid card processing, payroll, check management and payments solutions to more than 250,000 businesses nationwide.

Heartland is the founding supporter of The Merchant Bill of Rights, a public advocacy initiative that educates merchants about fair credit and debit card processing practices. For more information, visit www.HeartlandPaymentSystems.com and www.MerchantBillOfRights.com.

Forward-looking Statements

This press release may contain statements of a forward-looking nature which represent our management's beliefs and assumptions concerning future events. Forward-looking statements involve risks, uncertainties and assumptions and are based on information currently available to us. Actual results may differ materially from those expressed in the forward-looking statements due to many factors. Information concerning these factors is contained in the Company's Securities and Exchange Commission filings, including but not limited to, the Company's registration statement on Form 10-K, or Form 10-Q as applicable. We undertake no obligation to update any forward-looking statements to reflect events or circumstances that may arise after the date of this release.

SOURCE: Heartland Payment Systems, Inc.

Heartland Payment Systems, Inc. Media Contact Gregory FCA Communications Paul Johnson, 610-228-2113 Paul@GregoryFCA.com or Investor Contact Joe Hassett, 610-228-2110 joeh@gregoryfca.com