(FORTUNE Magazine) – Okay, so it's been a rough couple of years for jobs. But lots of companies still want to be good places to work--and 59 of the companies on our seventh annual list actually added to their payrolls last year. Some noteworthy movements on the list: Only 16 high-tech companies made it, as opposed to 22 five years ago; there are now seven hospitals, up from two in 1998. Sixteen newcomers made the cut, including the Mayo Clinic, highway builder Granite Construction, and music-crazed mall chain Hot Topic. Overall, today's lesson is that perks are nice, but employees are looking for something more basic. They want to be told the truth, for one thing, especially if the news is bad. They also want, corny as it sounds, to feel they make a difference and to be given a chance to grow. So it's not all bad news out there. Here are the tops for 2003.

Company (2002 rank) Employees: Job growth Applicants Headquarters (U.S. sites) U.S. Outside U.S. New jobs Voluntary Website % Minorities (1 year) turnover % Women

1 J.M. Smucker (8) 2,585 345 3% 6,700 Orrville, Ohio (14) 25% 80 3% www.smuckers.com 50%

2 (3) Alston & Bird 1,450 0 8% 11,000 Atlanta (5) 22% 102 7% www.alston.com 58%

3 (2) Container Store 1,832 400 5% 26,462 Dallas (30) 24% 31 9% www.containerstore.com 62%

4 (1) Edward Jones 27,092 1,916 8% 484,821 St. Louis (8,481) 6% 1,513 15% www.edwardjones.com 63%

5 (17) Republic Bancorp 1,360 0 2% 16,500 Owosso, Mich. (101) 11% 20 12% www.republicbancorp.com 76%

6 (5) Adobe Systems 2,368 1,072 -4% 38,628 San Jose (16) 28% -97 6% www.adobe.com 38%

7 (7) TDIndustries 1,393 0 -5% 1,877 Dallas (8) 32% -71 14% www.tdindustries.com 8%

8 (19) SAS Institute 4,927 4,064 6% 58,637 Cary, N.C. (50) 14% 267 3% www.sas.com 49%

9 (10) Wegmans Food Markets 28,561 0 4% 94,000 Rochester, N.Y. (97) 12% 335 6% www.Wegmans.com 54%

10 (4) Xilinx 2,037 591 1% 170 San Jose (23) 43% 18 4% www.xilinx.com 30%

11 (13) CDW 3,694 88 27% 21,595 Vernon Hills, Ill. (9) 25% 778 16% www.cdw.com 30%

12 (27) W.L. Gore 4,012 2,075 1% 16,955 Newark, Del. (35) 15% 58 5% www.gore.com 41%

13 Quicken Loans 1,669 N.A. 96% 20,000 Livonia, Mich. (13) 17% 812 15% www.quickenloans.com 61%

14 (23) Third Federal S&L 1,065 0 4% 3,873 Cleveland (50) 21% 41 7% www.thirdfederal.com 80%

15 (80) Genentech 6,110 3 19% 168,000 South San Francisco (2) 40% 947 8% www.gene.com 51%

16 Milliken 10,000 2,700 -6% N.A. Spartanburg, S.C. (60) 37% -600 8% www.milliken.com 38%

17 (16) Vision Service Plan 2,072 0 -6% 19,000 Rancho Cordova, Calif. (27) 29% -125 7% www.vsp.com 70%

18 (11) Plante & Moran 1,167 0 -1% 5,500 Southfield, Mich. (15) 5% -14 12% www.plantemoran.com 56%

19 (14) JM Family Enterprises 3,232 0 -1% 23,512 Deerfield Beach, Fla. (5) 22% -27 10% www.JMFamily.com 48%

20 (9) Synovus 11,822 13 4% 9,898 Columbus, Ga. (578) 25% 396 10% www.Synovus.com 64%

21 Bronson Healthcare 2,902 0 8% 10,000 Kalamazoo, Mich. (14) 9% 176 9% www.bronsonhealth.com 85%

22 (12) Pella 7,412 32 8% 35,700 Pella, Iowa (30) 5% 492 7% www.pella.com 33%

23 (29) S.C. Johnson & Son 3,381 8,619 -1% 2,635 Racine, Wis. (13) 14% -33 1% www.scjohnson.com 37%

24 (73) REI 6,346 0 3% 23,564 Kent, Wash. (70) 11% 54 11% www.REI.com 40%

25 (20) Microsoft 36,665 18,258 6% 535,134 Redmond, Wash. (49) 25% 1,915 N.A. www.microsoft.com 26%

26 (76) Griffin Hospital 1,193 0 3% 3,593 Derby, Conn. (1) 9% 17 8% www.griffinhealth.org 78%

27 (26) Sterling Bank 1,140 0 -2% 306 Houston (40) 37% -18 9% www.banksterling.com 62%

28 (24) Cisco Systems 24,622 9,720 -4% 50,223 San Jose (162) 42% -952 2% www.cisco.com 24%

29(64) SEI Investments 1,651 228 0 6,000 Oaks, Pa. (10) 10% 1 9% www.Seic.com 40%

30 (30) Stew Leonard's 1,794 0 1% 6,690 Norwalk, Conn. (7) 53% 9 14% www.stewleonards.com 45%

31 Amer. Fidelity Assur. 1,333 0 16% 5,800 Oklahoma City (26) 17% 179 7% www.afadvantage.com 67%

32 (70) Valero Energy 17,033 3,595 -15% 47,085 San Antonio (4,100) 38% -2,678 31% www.valero.com 42%

33 Amgen 9,263 2,434 49% 120,390 Thousand Oaks, Calif. (11) 25% 3,046 8% www.Amgen.com 46%

34 (47) Starbucks 60,447 7,444 14% 872,000 Seattle (3,579) 29% 1,174 7% www.starbucks.com 62%

35 Mayo Clinic 37,151 1 3% 47,036 Rochester, Minn. (3) 11% 1,009 5% www.Mayoclinic.com 85%

36 (36) American Express 43,477 31,984 -4% 198,489 New York (1,224) 27% -1,938 18% www.americanexpress.com 62%

37 (49) VHA 1,389 0 -2% 700 Irving, Texas (30) 13% -33 8% www.vha.com 62%

38 (89) MITRE 4,997 65 7% 25,000 McLean, Va. (50) 13% 313 3% www.mitre.org 32%

39 HomeBanc Mortgage 1,091 0 42% 13,307 Atlanta (22) 33% 320 14% www.homebanc.com 57%

40 (37) SRA International 2,545 2 23% 1,870 Fairfax, Va. (56) 27% 460 9% www.sra.com 37%

41 (35) Goldman Sachs 11,610 6,775 -14% 20,000 New York (28) 29% -1,811 10% www.gs.com 37%

42 (60) Arnold & Porter 1,473 60 1% 12,704 Washington, D.C. (8) 32% 15 13% www.aporter.com 57%

43 (15) Baptist Health Care 4,151 0 0 19,000 Pensacola, Fla. (9) 26% -17 12% www.ebaptisthealthcare.org 78%

44 Hot Topic 5,471 0 4% 107,000 City of Industry, Calif.(490) 50% 55 23% www.hottopic.com 62%

45 (6) Amer. Cast Iron Pipe 2,426 0 -1% 393 Birmingham, Ala. (18) 29% -24 3% www.acipco.com 11%

46 (28) Intel 49,015 32,209 -8% N.A. Santa Clara, Calif. (34) 37% -4,522 9% www.intel.com 24%

47 (32) Whole Foods Market 25,052 231 10% N.A. Austin (198) 42% 2,090 34% www.wholefoodsmarket.com 43%

48 (39) Network Appliance 1,791 568 -2% N.A. Sunnyvale, Calif. (36) 35% -28 6% www.netapp.com 23%

49 Monsanto 6,824 6,517 -7% 11,280 St. Louis (105) 14% -493 3% www.monsanto.com 31%

50 (62) Timberland 2,116 3,068 -1% 69,200 Stratham, N.H. (81) 30% -8 17% www.Timberland.com 50%

51 (85) Baptist Health S. Fla. 9,093 0 6% 17,000 Coral Gables, Fla. (20) 67% 348 8% www.baptisthealth.net 76%

52 (45) Fannie Mae 5,011 0 5% 20,000 Washington, D.C. (60) 43% 248 5% www.fanniemae.com 50%

53 (41) QuikTrip 6,462 0 1% 96,381 Tulsa (429) 21% 43 20% www.quiktrip.com 34%

54 Memorial Health 3,668 0 11% 18,000 Savannah (49) 37% 328 10% www.memorialhealth.com 83%

55 (18) Qualcomm 5,382 452 8% 69,253 San Diego (38) 44% 393 4% www.qualcomm.com 28%

56 (54) First Tennessee 11,781 0 15% 21,458 Memphis (483) 24% 1,426 14% www.firsttennessee.com 67%

57 (50) AFLAC 3,726 3,186 10% 13,451 Columbus, Ga. (11) 41% 318 8% www.aflac.com 70%

58 Scooter Store 1,361 0 36% 29,153 New Braunfels, Texas (61) 30% 355 5% www.thescooterstore.com 55%

59 (40) Alcon Laboratories 6,026 5,787 1% 88,500 Fort Worth (8) 25% 87 2% www.alconlabs.com 48%

60 St. Luke's Episcopal Hlth. 6,805 0 7% 42,567 Houston (28) 61% 377 9% www.stlukestexas.com 79%

61 Nvidia 1,531 135 18% 260,000 Santa Clara, Calif. (10) 45% 231 4% www.nvidia.com 17%

62 (42) Continental Airlines 36,283 3,376 -4% 41,036 Houston (84) 35% -1,098 2% www.continental.com 46%

63 (53) National Instruments 2,020 1,116 2% N.A. Austin (8) 26% 37 7% www.ni.com 30%

64 General Mills 19,602 7,767 -5% 50,000 Minneapolis (99) 22% -1,027 5% www.generalmills.com 40%

65 (82) ARUP Laboratories 1,555 0 11% 14,054 Salt Lake City (2) 12% 141 11% www.aruplab.com 58%

66 (48) Four Seasons Hotels 11,982 11,825 0 38,085 Toronto (25) 65% -52 16% www.fourseasons.com 42%

67 (81) Amer. Century Invest. 1,871 2 -31% 5,122 Kansas City, Mo. (12) 10% -803 6% www.americancentury.com 51%

68 (56) Valassis 1,625 3,074 23% 14,164 Livonia, Mich. (16) 15% 285 4% www.valassis.com 52%

69 (57) Eli Lilly 22,130 22,880 3% 193,500 Indianapolis (7) 16% 731 5% www.lilly.com 44%

70 (31) Merck 33,071 37,175 -24% 332,220 Whitehouse Station, N.J.(50) 20% -9,932 2% www.merck.com 49%

71 Arbitron 1,113 320 0 40,000 New York (12) 37% 2 7% www.arbitron.com 57%

72 (38) IBM 140,859 179,601 -2% 197,779 Armonk, N.Y. (616) 23% -3,009 3% www.ibm.com 31%

73 Robert W. Baird 2,187 121 -9% 11,050 Milwaukee (76) 6% -206 8% www.rwbaird.com 46%

74 (65) Medtronic 18,820 8,713 4% 100,000 Minneapolis (189) 26% 644 7% www.medtronic.com 47%

75 (71) Ukrop's Super Markets 5,500 0 -2% 21,159 Richmond (33) 28% -41 7% www.ukrops.com 52% 76 (86) Barton Protective Svcs. 12,526 125 4% 29,253 Atlanta (34) 61% 450 15% www.bartonsolutions.com 34%

77 (25) Duncan Aviation 1,754 4 -6% 2,306 Lincoln, Neb. (40) 4% -109 5% www.duncanaviation.com 11%

78 (61) Intuit 6,064 496 -4% 183,575 Mountain View, Calif. (46) 22% -224 11% www.intuit.com 45%

79 (51) Harley-Davidson 8,180 182 4% 26,243 Milwaukee (15) 10% 279 0 www.harley-davidson.com 23%

80 (44) Bright Horizons 12,368 1,101 5% 9,038 Watertown, Mass. (406) 25% 459 20% www.brighthorizons.com 97%

81 (46) Procter & Gamble 37,491 55,772 -8% 365,756 Cincinnati (164) 18% -3,027 6% www.pg.com 41%

82 (22) MBNA 21,838 6,401 -5% 86,561 Wilmington, Del. (26) 25% -1,016 11% www.mbna.com 56%

83 (66) Northwestern Mutual 4,382 0 3% 12,500 Milwaukee (9) 15% 124 3% www.northwesternmutual.com 66%

84 (74) Marriott International 105,663 6,000 -12% N.A. Washington, D.C. (2100) 59% -12,586 23% www.marriott.com 54%

85 (67) A.G. Edwards 16,482 13 -5% 24,000 Saint Louis (709) 7% -761 10% www.agedwards.com 45%

86 Men's Wearhouse 7,249 0 7% N.A. Houston; Fremont, Calif.(555) 45% 411 28% www.menswearhouse.com 43%

87 (94) Perkins Coie 1,424 39 -1% 2,619 Seattle (14) 16% -16 9% www.perkinscoie.com 59%

88 Hyperion Solutions 1,752 720 18% 312 Sunnyvale, Calif. (41) 26% 258 6% www.hyperion.com 37%

89 AstraZeneca 11,940 47,000 -1% 66,890 Wilmington, Del. (12) 15% -137 7% www.astrazeneca-us.com 54%

90 Granite Construction 4,110 0 8% 11,952 Watsonville, Calif. (110) 26% 106 8% www.graniteconstruction.com 13%

91 (95) Texas Instruments 17,087 17,295 -4% 60,000 Dallas (152) 32% -624 2% www.ti.com 27%

92 (97) Washington Mutual 60,757 0 24% 51,026 Seattle (2,600) 39% 10,009 16% www.wamu.com 67%

93 (88) Paychex 8,855 0 22% N.A. Rochester, N.Y. (109) 15% 1,512 15% www.paychex.com 60%

94 (58) Intl. Data Group 1,585 11 -10% N.A. Boston (25) 12% -160 7% www.idg.com 54%

95 (100) Principal Financial 13,402 1,125 -6% 28,434 Des Moines (266) 8% -742 10% www.principal.com 70%

96 (72) FedEx 175,592 24,205 0 331,838 Memphis (2500) 40% -494 4% www.fedex.com 28%

97 (68) Ernst & Young 23,399 82,601 0 292,499 New York (86) 21% -53 15% www.ey.com 49%

98 (87) Publix Super Markets 121,534 0 -1% 500,000 Lakeland, Fla. (792) 36% -436 11% www.publix.com 50%

99 (92) Nordstrom 40,319 340 0 N.A. Seattle (179) 39% 23 N.A. www.nordstrom.com 72%

100 Simmons 2,948 52 1% 5,316 Atlanta (38) 53% 41 12% www.simmons.com 26%

Company (2002 rank) Training Average 2002 Headquarters (U.S. sites) Hours/year annual pay: revenues Website Professional In millions Hourly What makes it so great? 1 J.M. Smucker (8) 70 hrs. $46,267 $1,312 Orrville, Ohio (14) $31,518 www.smuckers.com [See related story on page 58 of same issue]

2 (3) Alston & Bird 50 hrs. $131,239 $314 Atlanta (5) $55,150 www.alston.com The law firm offers generous maternity leave (up to three months at full salary) for mothers--and fathers if they're the primary caregivers. An on-site child-care center charges a reasonable average rate of $500 per month.

3 (2) Container Store 162 hrs. $40,703 $271 Dallas (30) $26,354 www.containerstore.com Betty Murray likes to keep tabs on how her co-workers' dogs are doing--their downward dogs, that is, and also their exalted warriors, half spinal twists, one-legged T's, and all the other standard yoga poses. Though Murray's main job is as an information-systems director at Container Store's Dallas headquarters, she's also a part-time yoga instructor who teaches free sessions offered weekly to local staff. Her colleagues have responded enthusiastically since the classes began two years ago; 25% now join in the bending and stretching. "It's a good mental practice that can be applied to physical purposes," Murray explains. The classes are a fitting perk for a company whose unofficial mascot is Gumby, the verdant cartoon cowboy. "Being Gumby"--bending over backward to please customers (and co-workers)--is highly prized. So is training--Container Store employees average 162 hours a year. The company has continued to rank at or near the top of the list since debuting at No. 1 four years ago, owing to exuberant morale and the fact that it doesn't behave like a normal retailer. Yoga is just one of the many stress reducers Container Store offers to its employees, including monthly chair massages, stretching classes, and an online exercise and nutrition diary that's personalized for every worker. --CHRISTOPHER TKACZYK

4 (1) Edward Jones 126 hrs. $67,320 $2,270 St. Louis (8,481) $24,324 www.edwardjones.com Though down from last year's top spot, this financial services firm continues to grow, adding 1,500 employees in the past 12 months, including 578 new brokers and 695 new offices. Not one single layoff in 34 years.

5 (17) Republic Bancorp 50 hrs. $150,000 $340 Owosso, Mich. (101) $35,000 www.republicbancorp.com Incentives galore for mortgage sellers: Last year 300 employees were awarded trips to Aruba, Cancun, or the Dominican Republic; all employees receive stock options. Since 1991 the company's stock has increased 1,700%.

6 (5) Adobe Systems 50 hrs. $155,340 $1,153 San Jose (16) $50,179 www.adobe.com For its 20th anniversary, this maker of publishing software threw a cake-and-champagne party for its employees at the Tech Museum for Innovation in San Jose. A new high-rise at the San Jose campus will include a basketball court.

7 (7) TDIndustries 29 hrs. $78,430 $217 Dallas (8) $40,260 www.tdindustries.com Education is foremost at this construction company, where all employees--called "partners"--are allowed 100% reimbursement of tuition, fees, and books at any state-supported college. Free boots for new hires.

8 (19) SAS Institute 25 hrs. $87,538 $1,180 Cary, N.C. (50) $38,639 www.sas.com Employees have choices: three different cafeterias--including one with a lunchtime pianist--and two Montessori child-care centers, with fees averaging $300 per month. An on-site fitness center boasts a ten-lane pool.

9 (10) Wegmans Food Markets 46 hrs. $89,065 $2,836 Rochester, N.Y. (97) $22,941 www.Wegmans.com The family-owned supermarket chain hired from within for the opening of a new restaurant. Offers zero-premium health insurance to employees making less than $55,000; 652 workers have been at the company 25 years or more.

10 (4) Xilinx 60 hrs. $64,629 $1,100 San Jose (23) $31,081 www.xilinx.com New hires at this specialty chipmaker receive stock-option grants. Continued its no-layoff policy by requiring management to take a 20% pay cut. CEO Wim Roelandts prides himself on responding promptly to employees' e-mail questions.

11 (13) CDW 90 hrs. $79,847 $4,265 Vernon Hills, Ill. (9) $31,057 www.cdw.com What tech recession? This computer-products provider keeps humming, adding 600 workers this year from a now-defunct competitor. Strong esprit de corps from a holiday party for 6,000, frequent treats, and stock options for all.

12 (27) W.L. Gore 12 hrs. N.A. $1,350 Newark, Del. (35) N.A. www.gore.com Workers get to choose what they want to work on at this privately held innovator, inventor of Gore-Tex fabric and Elixir guitar strings. Anyone can be a leader here--most are not appointed but emerge as they acquire followers.

13 Quicken Loans 100 hrs. $98,400 $368 Livonia, Mich. (13) $65,000 www.quickenloans.com Doubling staff hasn't blunted the mortgage broker's "cultish" culture. Kudos from the boss means 200 employees on a jet to the Bahamas. "It's an exciting place to work," says one sales manager.

14 (23) Third Federal S&L 64 hrs. $50,500 $416 Cleveland (50) $34,750 www.thirdfederal.com Mortgage refis kept this thrift busy, but employees still managed to celebrate its 65th birthday with parties at all 50 branches, an extra week of vacation, and a Third Federal Idol contest with a karaoke machine for every contestant.

15 (80) Genentech 32 hrs. $62,553 $2,719 South San Francisco (2) $40,974 www.gene.com This biotech pioneer, known for its "casual intensity," offers big-company perks like a hair salon, dry-cleaning services, and sushi in the cafeteria while keeping bureaucracy to a minimum. A soaring stock price doesn't hurt either.

16 Milliken 60 hrs. $45,000 N.A. Spartanburg, S.C. (60) $30,000 www.milliken.com The 138-year-old textile manufacturer makes everything from Major League Baseball uniforms to tennis-ball fuzz and relies on smart employees to do it. Forty hours of classes a year at Milliken University are mandatory.

17 (16) Vision Service Plan 40 hrs. $80,133 $1,947 Rancho Cordova, Calif. (27) $28,464 www.vsp.com Want a new job that you're not quite qualified for? VSP helps its employees by setting up an individualized training program to bridge such gaps. New online real estate service gives workers a break on broker commissions.

18 (11) Plante & Moran 60 hrs. $65,000 $170 Southfield, Mich. (15) $32,600 www.plantemoran.com A buddy system at this accounting firm helps get new recruits acclimated, but caring shows in other ways: a $700 bonus for passing the CPA exam; $500 toward a new computer. More women partners than at any of the Big Four.

19 (14) JM Family Enterprises 30 hrs. $74,331 $7,600 Deerfield Beach, Fla. (5) $25,449 www.JMFamily.com Besides offering a great lease on a new car, this Toyota distributor flies employees to the Bahamas for cruises on the company yacht. The amenities are awesome: an on-site heated lap pool, a fitness center, and a free nail salon.

20 (9) Synovus 52 hrs. $50,280 $1,727 Columbus, Ga. (578) $15,488 www.Synovus.com The financial services and credit card company adds another 21% to employees' salaries with "wealth building" programs like a 401(k) and profit sharing. On top of that, there's an annual bass-fishing tournament.

21 Bronson Healthcare 31 hrs. $208,245 $423 Kalamazoo, Mich. (14) $56,166 www.bronsonhealth.com Employees gush over this health-care group, which looks after employees with concierge services like shopping and errand running. Employee suggestions are not only encouraged, one told us, "but then action is actually taken."

22 (12) Pella 35 hrs. $43,950 $1,000 Pella, Iowa (30) $34,020 www.pella.com Profit sharing is a 50-year tradition at this family-owned window and door maker. With operations mostly in small towns, Pella takes care of its employees, giving workers' sons and daughters scholarships and first crack at summer jobs.

23 (29) S.C. Johnson & Son 40 hrs. $88,518 $5,500 Racine, Wis. (13) $51,981 www.scjohnson.com Only the maker of Pledge could have a factory called Waxdale (which is spotless, of course). Employees enjoy amenities like a cheery child-care center and a state-of-the-art fitness center with squash, basketball courts, and lap pool.

24 (73) REI 41 hrs. $56,506 $735 Kent, Wash. (70) $21,075 www.REI.com What started as a co-op among friends is still a consumer-owned corporation, now with 66 stores. The sports retailer provides its staff with showers and bike storage, discounts on gear, and up to 10% of salary in profit-sharing bonuses.

25 (20) Microsoft N.A. N.A. $32,190 Redmond, Wash. (49) N.A. www.microsoft.com The software giant added almost 2,000 employees last year. The company offers every benefit in the book--gym, no-deductible health coverage, etc.--and also matches charity donations up to $12,000.

26 (76) Griffin Hospital 76 hrs. $60,931 $85 Derby, Conn. (1) $19,697 www.griffinhealth.org Griffin's patient-centered approach to medical care has brought customer satisfaction scores through the roof, rejuvenated the staff, and made the hospital a magnet for cookie-baking, dog-toting volunteers.

27 (26) Sterling Bank 109 hrs. $88,004 $241 Houston (40) $27,991 www.banksterling.com This Texas bank has set its sights high: It wants to be the "perfect company" for all its stakeholders. There are no tellers here--they're now "front-line managers," expected to make decisions. Turnover for those jobs is way down.

28 (24) Cisco Systems N.A. $98,103 $18,915 San Jose (162) $55,416 www.cisco.com John Chambers--Cisco CEO, Internet evangelist, and all-around extremely busy man--isn't above pressing the flesh with underlings. Seen here with Cisco workers in New York City, he hosts breakfasts for employees celebrating birthdays each month. Tough questions are encouraged, says account manager Kim Fisher, who passed up med school to work for Cisco 32 years ago. The tech downturn hasn't left Cisco unscathed--it laid off 6,000 employees in 2001, and some stock options are still underwater. But survivors award the company points for giving them the straight scoop. "You have a say in where the company's going and the vision," Fisher says. "Where else can you have an impact at 25?" --ANN HARRINGTON

29 (64) SEI Investments N.A. $44,983 $621 Oaks, Pa. (10) $29,000 www.Seic.com Workers blow off steam with a jog around the financial services firm's 100-acre property, then come inside and warm down in the fitness center. An egalitarian culture means no titles or offices, and 40% of stock is held by employees.

30 (30) Stew Leonard's 50 hrs. $49,119 $268 Norwalk, Conn. (7) $25,678 www.stewleonards.com To recognize good performance, last year the premium supermarket issued 17,200 "Moo Notes" (the company's logo has a cow motif) redeemable for a free lunch. Full-timers pay nothing for health-care coverage.

31 Amer. Fidelity Assur. 46 hrs. $74,588 $402 Oklahoma City (26) $29,335 www.afadvantage.com Learning is as big as insurance here, where free courses, from time management to Spanish, can be taken on the clock. Ninety-five percent of management is promoted from within the company, and performance bonuses average 15%.

32 (70) Valero Energy 49 hrs. $31,689 $27,000 San Antonio (4,100) $16,747 www.valero.com This refinery and gasoline retailer gives employees bonuses when they make suggestions that save the company money. One guy took home $10,000 (the max). Fitness center and dry cleaning at some offices help morale too.

33 Amgen 40 hrs. $93,345 $4,991 Thousand Oaks, Calif. (11) $53,000 www.Amgen.com On-site massage, a discounted car wash, and farmers' markets keep this biotech company's workers pampered. Other bennies: 16 paid holidays, generous vacation time, and $10,000 tuition reimbursement.

34 (47) Starbucks 40 hrs. $57,000 $3,288 Seattle (3,579) $24,000 www.starbucks.com Employees working at least 20 hours a week get health coverage, and if they stay for a year they get stock options, called Bean Stock. In a financial bind? A $1,000-per-person employee emergency fund can bail you out.

35 Mayo Clinic 35 hrs. $230,000 $4,425 Rochester, Minn. (3) $61,979 www.Mayoclinic.com Doctors' fixed salary means they spend more time with fewer patients. Perks include serene natural settings. (And predator protection: Five alligators and 42 rattlesnakes were caught last year at clinics in Florida and Arizona, respectively.)

36 (36) American Express 40 hrs. $85,500 $23,807 New York (1,224) $33,415 www.americanexpress.com The 153-year-old travel and financial services firm lets managers try colleagues' jobs around the globe for six-month stints. With a recently reinstated 12-week sabbatical, staff can take time off to work at nonprofits.

37 (49) VHA 32 hrs. $86,365 $449 Irving, Texas (30) $36,004 www.vha.com VHA provides staffing and equipment to a network of community hospitals. Employees in Dallas are eligible for onsite MBA instruction and admissions counseling. Everyone else gets $5,000 tuition reimbursement and 401(k) matching.

38 (89) MITRE 20 hrs. $89,000 $740 McLean, Va. (50) $49,066 www.mitre.org The nonprofit technology consultant for the Pentagon allows the most flexible of schedules: Create your own as long as you hit 40 hours in a seven-day period. Also: 23 days off and up to $14,000 in tuition reimbursement.

39 HomeBanc Mortgage 73 hrs. $61,600 $133 Atlanta (22) $39,500 www.homebanc.com Job applications spiked at the mortgage bank after the Atlanta Business Chronicle named it the No. 1 place to work. Employees can take classes in business, leadership, and finance at HomeBanc U., and get $10,000 tuition to study elsewhere.

40 (37) SRA International 26 hrs. $79,007 $450 Fairfax, Va. (56) $34,404 www.sra.com The IT firm keeps computers and employees healthy. Staff nurses are on hand to advise on everything from pregnancy to caring for elderly parents; an on-site clinic takes care of the rest. Ride the train? SRA pays $75 a month in transit costs.

41 (35) Goldman Sachs 25 hrs. $55,000 $13,986 New York (28) N.A. www.gs.com Top-tier investment firm keeps employees (one has stayed 70 years) by encouraging internal job changes and offering career mentoring. Plus 16 weeks' paid maternity leave, on-site gym, and seminars on managing stress.

42 (60) Arnold & Porter 41 hrs. $141,812 $400 Washington, D.C. (8) $52,469 www.aporter.com Though Vivian Swan had worked in Arnold & Porter's human resources department for three years, it wasn't until her baby boy, Dylan, came along last August that she fully appreciated benefits like 12 weeks of paid leave for moms (six weeks for dads) and private lactation rooms. Now Dylan goes to day care in the building, and Swan can stop by whenever he gets hungry. "It's the next best thing to having him at home," she says. The law firm's generosity goes beyond the office: Last year it donated 77,000 hours to pro bono work, the equivalent of a full-time public-interest staff of 35. --ABRAHM LUSTGARTEN

43 (15) Baptist Health Care 60 hrs. $45,614 $768 Pensacola, Fla. (9) $18,619 www.ebaptisthealthcare.org "The nurses hum at work," says an RN at this hospital. Staff suggestions have saved $5 million since 1998. BHC also hands out thousands of job-performance awards--get five of these, and trade 'em in for a $15 gift certificate.

44 Hot Topic 50 hrs. $37,924 $443 City of Industry, Calif. (490) $24,596 www.hottopic.com Body piercings and spiked hair are common at the music-inspired clothing company. Employees are reimbursed for concert tickets and win $100 gift certificates--or in one case an electric guitar--for designing cool T-shirts.

45 (6) Amer. Cast Iron Pipe 58 hrs. $65,597 $600 Birmingham, Ala. (18) $48,809 www.acipco.com The company runs a full-service hospital and pays employees $200 in cash to lose weight or drop cholesterol. Employee-elected reps sit on the company board. No wonder 50% of employees have been at the company 20 years or more.

46 (28) Intel 30 hrs. $92,406 $26,800 Santa Clara, Calif. (34) $38,152 www.intel.com Secretaries get a corner office? No, but execs don't either. Ten percent of employees shift jobs internally each year; 75% telecommute some days. Stay seven years and get an eight-week paid sabbatical.

47 (32) Whole Foods Market 35 hrs. $59,557 $3,100 Austin (198) $25,268 www.wholefoodsmarket.com Healthy-food grocer provides extensive PPO health coverage for "team members"--full-and part-timers. Staff get stock options--nonexecs hold 85%--and a profit-sharing plan adds another 6% to wages.

48 (39) Network Appliance 40 hrs. $112,747 $892 Sunnyvale, Calif. (36) $34,234 www.netapp.com Bubble-era perks live on at this network-hardware maker, where video golf-swing analysis, massages, and bike repairs are free. Engineers are trusted to put their personal websites on the company server.

49 Monsanto 43 hrs. $76,000 $4,673 St. Louis (105) $44,741 www.monsanto.com When the agribusiness giant laid off 7% of staff last fall, severance included up to 15 months' pay and medical coverage. Current employees get medical, of course, plus stock options and tuition coverage.

50 (62) Timberland 30 hrs. $47,460 $1,191 Stratham, N.H. (81) $18,868 www.Timberland.com Some Nashville feet will be a little warmer this winter, thanks to five Timberland employees who joined volunteers from retailer Genesco at the Nashville Rescue Mission this December to fit 217 men with shoes and boots. (Timberland will host a similar event in New Hampshire on Jan. 19.) The maker of rugged footwear gives employees up to 40 hours a year of paid time off for community service. "Businesses should do more than just make money," says planning analyst Anthony Gow, and his does: Last year Timberland granted him a six-month sabbatical to help a local food pantry. --CHRISTOPHER TKACZYK

51 (85) Baptist Health S. Fla. 29 hrs. $49,896 $926 Coral Gables, Fla. (20) $20,043 www.baptisthealth.net An extensive wellness plan includes a free fitness center, health screenings, and programs to quit smoking. For the 10,000 Steps-a-Day challenge, employees are given pedometers and walk five miles daily to compete for prizes.

52 (45) Fannie Mae 33 hrs. $102,126 $52,901 Washington, D.C. (60) $44,247 www.fanniemae.com When employees complained about too many speeches at the annual holiday party, the verbiage was cut in favor of more dancing. An employer-assisted housing program helps workers with a loan for a down payment.

53 (41) QuikTrip 27 hrs. $57,071 $3,516 Tulsa (429) $33,482 www.quiktrip.com After 25 years of service, employees get a one-month sabbatical in addition to the standard four weeks of vacation. Most of the convenience-store chain's executives started at the company in entry-level jobs.

54 Memorial Health 29 hrs. $57,553 $891 Savannah (49) $50,211 www.memorialhealth.com Hospital workers currently serving in Iraq (the 3rd Infantry Division's headquarters are nearby) receive full salary while overseas. The company annually selects 100 junior-level workers to complete management training program.

55 (18) Qualcomm 20 hrs. $91,221 $3,040 San Diego (38) $32,664 www.qualcomm.com This wireless tech supplier has employees originating from more than 100 countries who altogether speak over 50 languages. Flexible holiday policy allows them to change any of the ten company-approved days to better suit their needs.

56 (54) First Tennessee 68 hrs. $71,901 $2,294 Memphis (483) $42,219 www.firsttennessee.com Operates an expanded-hours financial center just for employees and retirees. In case of a takeover, a "change of control" measure is designed to protect laid-off employees, who would collect severance based on salary and length of service.

57 (50) AFLAC 90 hrs. $47,304 $10,300 Columbus, Ga. (11) $22,832 www.aflac.com In 2003 the health insurer added a graduate scholarship to its tuition-reimbursement program, available to children and grandchildren of employees. A Night Owl service provides on-site Saturday evening child care.

58 Scooter Store 61 hrs. $65,019 $254 New Braunfels, Texas (61) $23,835 www.thescooterstore.com Every morning, at this manufacturer and seller of medical scooters and power wheelchairs, managers assemble workers in a 14-minute huddle to discuss the day's goals. Employees own 40% of the company through an ESOP.

59 (40) Alcon Laboratories 46 hrs. $105,499 $3,009 Fort Worth (8) $27,487 www.alconlabs.com Instead of a pension program, this eye-care company offers a very rich 401(k): For every dollar contributed, Alcon matches it with $2.40--arguably the best match in the country. Extensive employee assistance includes free will preparation.

60 St. Luke's Episcopal Hlth. 40 hrs. $91,148 $615 Houston (28) $71,182 www.stlukestexas.com The hospital system's Academy for Human Potential has seminars on topics from career management to dealing with stress. Despite a nurse shortage, St. Luke's staffed a new facility entirely from employee referrals.

61 Nvidia N.A. $119,475 $1,909 Santa Clara, Calif. (10) $74,650 www.nvidia.com New to the list, this maker of computer chips for 3-D videogame systems still offers perks from the glory days of the dot-com boom: dry-cleaning delivery to every cubicle, company-paid lunches, and an on-site hair salon and dentist.

62 (42) Continental Airlines 52 hrs. $34,737 $8,400 Houston (84) $36,028 www.continental.com The only big airline on our list, Continental was hit by industry troubles and shrank its workforce by 4%. CEO Gordon Bethune met with 4,000-plus employees in 2003. A third of the workforce has 16 years or more of service.

63 (53) National Instruments 40 hrs. $56,327 $391 Austin (8) $25,708 www.ni.com At this maker of computer-based measuring devices, founder James Truchard, know as "Dr. T," rewards workers for every five years of service with a luncheon and a bonus, and $1,000 for ten and 20 years of service.

64 General Mills 60 hrs. $38,100 $10,500 Minneapolis (99) $34,500 www.generalmills.com Returning to the list this year for a third appearance, the cereal maker of champions boasts that one out of every five workers has been in service 20 years or more. On-site medical center and fitness facility help focus on health.

65 (82) ARUP Laboratories 22 hrs. $48,004 $217 Salt Lake City (2) $42,756 www.aruplab.com One of the few Utah companies that offers domestic-partner benefits, this diagnostic lab is quite flexible in allowing some employees to develop their own schedule--30% of them work seven ten-hour days, followed by seven days off.

66 (48) Four Seasons Hotels 40 hrs. $32,421 $1,814 Toronto (25) $23,690 www.fourseasons.com With one of the lowest turnover rates in the hospitality business, Four Seasons has no shortage of old hands. But we couldn't find anyone who's worked for the luxury chain longer than pastry chef Eddie Hales. In the 28 years since the company hired him away from Scotland's famed Gleneagles golf resort, Hales has become a fixture in Four Seasons kitchens, known for his strong mixing arm and delicate decorator's touch. One way our 66th-best company to work for keeps people like Hales around: by giving them first dibs on open positions. "It's my extended family," says Hales, now head of pastry prep at the Philadelphia Four Seasons. "We rely on each other." --CHRISTOPHER TKACZYK

67 (81) Amer. Century Invest. 29 hrs. $73,417 $688 Kansas City, Mo. (12) $27,788 www.americancentury.com The mutual fund operator saw its very first round of layoffs last year. Open-forum lunch sessions allow workers to ask questions of executives; in a recent session ten employees sat down for an informal chat with the CFO.

68 (56) Valassis 45 hrs. $44,070 $853 Livonia, Mich. (16) $51,360 www.valassis.com Very low turnover (4%) at this publisher of newspaper inserts and coupons, where referrals account for 22% of new hires. Active social calendar includes gambling nights, limerick contests, and tailgating at college football games.

69 (57) Eli Lilly 80 hrs. $66,375 $11,078 Indianapolis (7) $43,261 www.lilly.com When the drugmaker cut 700 jobs this past spring, 86% of affected workers were reassigned within the company. Retirees are given a lifetime pass for free meals in the cafeteria and free membership at the on-site fitness center.

70 (31) Merck 40 hrs. $65,800 $51,790 Whitehouse Station, N.J. (50) $43,500 www.merck.com The pharmaceutical giant recently announced 4,400 layoffs, the first in years. (The big payroll drop last year was from the spinoff of its Medco unit.) But generous pay and benefits still make it "Mother Merck" to loyal employees.

71 Arbitron 40 hrs. $84,300 $250 New York (12) $30,416 www.arbitron.com At this market researcher, an All Stars recognition program is run by colleagues, not management. Honorees are selected by former All Stars and are invited (with a guest) to join the executive team on a four-day trip to a luxury resort.

72 (38) IBM 54 hrs. N.A. $81,186 Armonk, N.Y. (616) N.A. www.ibm.com Pretty flexible for such a large company. On any given workday, 40% of IBM's employees (128,000 people) telecommute from home or the road. And the company is cutting red tape: Almost all administrative work is done online.

73 Robert W. Baird 41 hrs. $172,000 $524 Milwaukee (76) $33,425 www.rwbaird.com During the recent bear market, when most investment firms were suffering through SEC scrutiny and/or laying off workers, Baird employees were still receiving bonuses--some of them as big as their base salary.

74 (65) Medtronic 36 hrs. $83,110 $7,665 Minneapolis (189) $24,970 www.medtronic.com More than 95% of its U.S. employees hold stock in this maker of medical devices. This past year the company awarded 8,000 stock-option grants to employees from every level and began hosting lunch seminars with financial planners.

75 (71) Ukrop's Super Markets 12 hrs. $74,500 $634 Richmond (33) $25,650 www.ukrops.com Family-owned market stays closed on Sundays and gives quarterly bonuses to the tune of 20% of the stores' pretax profits. No gym, but visit your health club 30 times in a quarter, and Ukrop's picks up the membership tab.

76 (86) Barton Protective Svcs. 40 hrs. $44,000 $350 Atlanta (34) $23,656 www.bartonsolutions.com "Love" appears nine times in this security-guard agency's outline of company values. The CEO goes by "Tom," keeps salaries well above the industry average, and gives his personal e-mail and phone number to all staff.

77 (25) Duncan Aviation 25 hrs. $62,380 $270 Lincoln, Neb. (40) $40,861 www.duncanaviation.com The family-owned aircraft-maintenance company avoided layoffs by freezing wages. Each year it gives $80,000 in scholarships to ten employees' children. Old-timers (25 years) join the Silver Wings club and get a leather bomber jacket.

78 (61) Intuit N.A. N.A. $1,600 Mountain View, Calif. (46) N.A. www.intuit.com Employees at the financial-software developer use streaming-video connections to pop questions to senior executives and get pampered with an array of 1999-vintage perks: deskside massages, farmers' markets, bike tune-ups, etc.

79 (51) Harley-Davidson 40 hrs. $78,600 $4,090 Milwaukee (15) $55,548 www.harley-davidson.com The last time Cathy Pasbrig shut down the production line at Harley-Davidson, it wasn't because of a malfunctioning part or a dangerous leak. She saw a blemish on a shiny chrome chain guard, and "I put the line down in a heartbeat," says the eight-year Harley veteran. "I wouldn't want to put anything on the market that I wouldn't buy myself." At a place where workers are customers and leather jackets are more common than neckties, that means a lot. So does an open work environment (Harley execs' offices don't even have doors) where workers say they're free to speak their minds. No wonder they find it so hard to leave this 100-year-old motorcycle icon. --ABRAHM LUSTGARTEN

80 (44) Bright Horizons 75 hrs. $31,000 $408 Watertown, Mass. (406) $22,000 www.brighthorizons.com When an employee was deployed to Iraq last fall, the work-site child-care provider bought him luggage and flew his wife in for a visit at Fort Drum, N.Y. Many companies on this list use Bright Horizons work-site child-care centers.

81 (46) Procter & Gamble 64 hrs. $118,800 $40,238 Cincinnati (164) $41,300 www.pg.com The 166-year-old company matches employees' charitable contributions up to $5,000, offers three-month sabbaticals after seven years, gives $5,000 in adoption assistance, and offers reduced work schedules for busy caregivers.

82 (22) MBNA 32 hrs. $61,336 $10,695 Wilmington, Del. (26) $34,487 www.mbna.com The credit card company shrank its U.S. payroll this year without resorting to layoffs. Brides and grooms get limo service on their big day, an extra week's vacation, and a $500 cash gift. A thousand kids are enrolled in on-site child-care centers.

83 (66) Northwestern Mutual 54 hrs. $73,200 $15,916 Milwaukee (9) $34,763 www.northwesternmutual.com The life insurer hasn't laid off a single person in 145 years. But it has offered free lunch since 1915. It also has a generous pension plan and subsidizes 30 rec clubs, including skiing, fishing, and martial arts groups.

84 (74) Marriott International 87 hrs. $44,824 $8,441 Washington, D.C. (2100) $21,243 www.marriott.com When the hotel chain sold two divisions last year, it made sure most of the 14,500 employees affected would keep their jobs under the new owners. Three hundred managers moved up from hourly ranks.

85 (67) A.G. Edwards 52 hrs. $57,401 $2,194 Saint Louis (709) $32,330 www.agedwards.com The brokerage deposits 5% of salaries into 401(k)s whether employees invest or not, spends $75,000 per worker on training, and just built AGEU, a 200,000-square-foot education center for new financial consultants.

86 Men's Wearhouse 54 hrs. $65,031 $1,295 Houston; Fremont, Calif. (555) $31,184 www.menswearhouse.com A clothing store that grants sabbaticals--three weeks every five years. Last year alone, 647 employees took them. Employees can get interest-free loans and tuition reimbursement up to $1,200 a year, $600 for part-timers.

87(94) Perkins Coie 55 hrs. $118,377 $244 Seattle (14) $50,724 www.perkinscoie.com "Happiness committees" roam the law firm's halls leaving baskets of candies and other thank-you treats on employees' desks. Staff chose to redirect their holiday gift exchange toward eight local charities. Three percent of work is pro bono.

88 Hyperion Solutions 64 hrs. $100,475 $510 Sunnyvale, Calif. (41) $44,666 www.hyperion.com This developer of accounting management software has kept many dot-com-bubble bennies: jukebox, pool table, and basketball court at headquarters. October's acquisition of Brio Software added 300 staff.

89 AstraZeneca 30 hrs. $71,756 $17,800 Wilmington, Del. (12) $43,827 www.astrazeneca-us.com World's fourth-largest drug company pads its Delaware headquarters with services like a bank branch, DVD rentals, dry cleaning, and a fitness center. Compressed workweek and telecommuting are optional; 65% get stock options.

90 Granite Construction 35 hrs. $57,963 $1,800 Watsonville, Calif. (110) $28,060 www.graniteconstruction.com Granite builds roads, tunnels--and its employees. More than half of salaried employees were singled out for recognition last year and shared a $3.9 million payout. Job security? No problem: In 82 years, Granite has never had a layoff.

91 (95) Texas Instruments 45 hrs. $96,000 $8,383 Dallas (152) $40,000 www.ti.com The chipmaker values a healthy workforce, offering health insurance to part-timers and breast-cancer, cholesterol, and colorectal screenings. Busy workers get concierge services and can even renew driver's licenses on-site.

92 (97) Washington Mutual 49 hrs. $46,046 $13,131 Seattle (2,600) $22,439 www.wamu.com Though its rapid growth has been halted by recent layoffs, WaMu employees continue to receive four hours of paid time off every month to volunteer. In 2002 more than half of the bank's employees took part, donating about 200,000 hours.

93 (88) Paychex 109 hrs. $61,415 $1,099 Rochester, N.Y. (109) $32,314 www.paychex.com This payroll processor convened a supervisor symposium at its Rochester HQ in 2003--the first time all its front-line managers had gathered in one place. Every employee spends at least a week at the University of Paychex.

94 (58) Intl. Data Group 39 hrs. $60,000 $2,410 Boston (25) $35,600 www.idg.com A decentralized management style at this tech publisher and research firm allows departments to determine rewards: days off or up to $500 cash. After 40 years, founder Patrick McGovern still personally hands out bonus checks.

95 (100) Principal Financial 23 hrs. $81,839 $8,823 Des Moines (266) $33,699 www.principal.com The financial services giant listens to--and acts on--employee suggestions. Such as? No meetings on Fridays, more medical plan choices, and caregiver leave allowing employees to phase in their return while retaining full benefits.

96 (72) FedEx 48 hrs. $66,693 $22,487 Memphis (2500) $38,176 www.fedex.com When FedEx needed to cut head count recently, it sweetened the deal for voluntary severance and early retirement with generous packages: 24 to 72 weeks' pay, plus $10,000. Tuition reimbursement totaled $17 million in 2003.

97 (68) Ernst & Young 60 hrs. $52,621 $13,136 New York (86) N.A. www.ey.com The Big Four accounting firm has 41 professional women's networks--up from zero seven years ago. Flexibility is the latest mantra--and not just for moms. A new confidential ethics hotline came from an employee suggestion.

98 (87) Publix Super Markets 50 hrs. $60,210 $15,900 Lakeland, Fla. (792) $19,189 www.publix.com Since employees own 88% of this privately held supermarket chain, they share the wealth by recruiting friends and family to join them: Esperanza Alvarez has 25 relatives at Publix; Barbara McCoy has 41, over four generations.

99 (92) Nordstrom 28 hrs. $45,500 $5,975 Seattle (179) $32,000 www.nordstrom.com Long before other companies talked about "empowering" employees, this 102-year-old retailer was doing it, encouraging employees to treat their jobs as if they were running their own businesses. The only rule: Use good judgment.

100 Simmons 57 hrs. $30,942 $709 Atlanta (38) $28,167 www.simmons.com "We're a hugging culture," says one employee at the mattress manufacturer, where touchy-feely programs include the annual ropes-course training: Employees walk a high wire and help each other climb a 40-foot wall.