1076195--2/28/2007--LIFE_TIME_FITNESS

related topics

{cost, operation, labor}

{product, market, service}

{debt, indebtedness, cash}

{product, liability, claim}

{operation, natural, condition}

{personnel, key, retain}

{stock, price, operating}

{regulation, change, law}

{control, financial, internal}

Delays in new center openings could have a material adverse affect on our financial performance. We may incur rising costs related to construction of new centers and maintaining our existing centers. If we are not able to pass these cost increases through to our members, our returns may be adversely affected. The opening of new centers in existing locations may negatively impact our same-center revenue increases and our operating margins. Our continued growth could place strains on our management, employees, information systems and internal controls which may adversely impact our business and the value of your investment. The anticipated benefits of operating additional leased centers may not be realized. Our debt levels may limit our flexibility in obtaining additional financing and in pursuing other business opportunities. Because of the capital-intensive nature of our business, we may have to incur additional indebtedness or issue new equity securities and, if we are not able to obtain additional capital, our ability to operate or expand our business may be impaired and our operating results could be adversely affected. If our founder and chief executive officer leaves our company for any reason, it could have a material adverse effect on us. The health club industry is highly competitive and our competitors may have greater name recognition than we have. Competitors could copy our business model and erode our market share, brand recognition and profitability. We have significant operations concentrated in certain geographic areas, and any disruption in the operations of our centers in any of these areas could harm our operating results. If we cannot retain our key personnel and hire additional highly qualified personnel, we may not be able to successfully manage our operations and pursue our strategic objectives. We could be subject to claims related to health or safety risks at our centers. We are subject to extensive government regulation, and changes in these regulations could have a negative effect on our financial condition and results of operations. We could be subject to claims related to our nutritional products.

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1076195--2/28/2007--LIFE_TIME_FITNESS_INC