Corporate Governance

F. Duane Ackerman (Age 66)
Director since 1999
Chairman Emeritus of BellSouth Corporation, a communication services company, from December 2006 until his retirement in April 2007. Mr. Ackerman served as Chairman and Chief Executive Officer of BellSouth Corporation from mid-2005 through 2006. He previously served as Chairman, President and Chief Executive Officer of BellSouth Corporation from 1998 through mid-2005 and as President and Chief Executive Officer of BellSouth Corporation from 1997 to 1998. Mr. Ackerman is also a director of Home Depot and UPS.

Robert D. Beyer (Age 49)
Director since 2006
Chief Executive Officer of The TCW Group, Inc., an investment management firm, since 2005. Mr. Beyer previously served as President and Chief Investment Officer from 2000 until 2005 of Trust Company of the West, a subsidiary of The TCW Group, Inc. Mr. Beyer is also a director of The Kroger Co. and The TCW Group, Inc.

W. James Farrell (Age 66)
Director since 1999
Chairman of Illinois Tool Works, Inc., a manufacturer of highly engineered fasteners, components, assemblies and systems, from May 1996 until his retirement in May 2006. Mr. Farrell previously served as Chief Executive Officer of Illinois Tool Works Inc. from September 1995 until August 2005. He is also a director of Abbott Laboratories, 3M Company and UAL Corporation.

Jack M. Greenberg (Age 66)
Director since 2002
Chairman of The Western Union Company, a money transfer service firm, since September 2006. Chairman and Chief Executive Officer of McDonald’s Corporation from May 1999 until his retirement on December 31, 2002. Mr. Greenberg is also a director of Hasbro, Inc., Innerworkings, Inc., and Manpower, Inc., as well as The Western Union Company.

Ronald T. LeMay (Age 63)
Director since 1999
Industrial Partner of Ripplewood Holdings, LLC, a private equity fund, since October 2003. Mr. LeMay also serves as Executive Chairman and as Chief Executive Officer of Last Mile Connections, Inc. since September 2005 and October 2006, respectively, and as Chairman of Aircell Corporation since July 2006. Last Mile Connections and Aircell are Ripplewood Holdings portfolio companies. Mr. LeMay is also Chairman of October Capital, a private investment company since February 2000. Previously, Mr. LeMay served as Representative Executive Officer of Japan Telecom from November 2003 until the sale of the company in July 2004 and as President and Chief Operating Officer of Sprint Corporation from October 1997 until April 2003. He is also a director of Imation Corporation

H. John Riley, Jr. (Age 68)
Director since 1998
Chairman of Cooper Industries Ltd., a diversified manufacturer of electrical products, tools and hardware, from April 1996 until his retirement in February 2006. Riley previously served as Chairman and Chief Executive Officer from April 1996 until May 2005 and Chairman, President and Chief Executive Officer of Cooper Industries Ltd., from April 1996 until August 2004. He is also a director of Baker Hughes Inc. and Westlake Chemical Corporation.

Joshua I. Smith (Age 68)
Director since 1997
Chairman and Managing Partner since 1999 of The Coaching Group, a management consulting firm. He is also a director of Caterpillar, Inc., Comprehensive Care Corporation and FedEx Corporation.

Judith A. Sprieser (Age 55)
Director since 1999
Chief Executive Officer of Transora, a technology software and services company from September 2000 until March 2005. She is also a director of Adecco SA, InterContinentalExchange, Inc., Reckitt Benckiser plc, Royal Ahold NV and USG Corporation.

Mary Alice Taylor (Age 59)
Director since 2000
Mrs. Taylor is an active independent business executive. During her career she has served in senior executive positions with Fortune 100 companies until her retirement in 2000. Mrs. Taylor has served on several major public company boards. Currently, she serves on the Board of Blue Nile, Inc.

Thomas J. Wilson (Age 51)
Director since 2006
Chairman of Allstate since May 2008. President and Chief Executive Officer of Allstate since January 2007. Mr. Wilson previously served as President and Chief Operating Officer from June 2005 until January 2007. Mr. Wilson also served as President of Allstate Protection from 2002 to 2006, and as Chairman and President of Allstate Financial from 1999 to 2002.


The CEO is also the Chairman - that isn't the best thing on average.

Mr Ackerman is also on the board of Home Depot. I've written about them before, I'll have to see if he was one of the people on the board back when Home Depot was having their problems.

Interesting how Mr Ackerman is on the board of UPS and Mr Smith is on the board of Fedex.

I'm not sure they compete, but it's also interesting that Mr Farrell is the chairman of Illinois Tool Works and Mr Smith is on the board at Caterpillar.

That's either a very contentious board or a board that has a lot of communications.

James M. Cracchiolo
Mr. Cracchiolo has been Chairman and Chief Executive Officer of Ameriprise Financial since September 2005, when the company, American Express Financial Advisors, completed its spin-off from American Express.
Mr. Cracchiolo served as Group President, American Express Global Financial Services 2000-2005 and as President and Chief Executive Officer of American Express' Travel Related Services International from May 1998 through July 2003. Mr. Cracchiolo joined American Express Company in 1982.
In addition, Mr. Cracchiolo is a member of the Business Roundtable, the Financial Services Roundtable, the Minnesota Business Partnership and the American Council of Life Insurers. He also serves on the Board of Advisors to the March of Dimes Foundation.


Warren D. Knowlton
Mr. Knowlton is the chief executive officer and a board member of Graham Packaging Company, L.P., a leading international supplier of plastic food and beverage containers.
Until mid-2006, Mr. Knowlton was the chief executive officer and board member of The Morgan Crucible Company plc, a U.K.-based building materials company with global operations.
Prior to joining The Morgan Crucible Company plc, he held senior leadership positions with Pilkington plc and Owens Corning in both the United States and international markets.
Mr. Knowlton has been a director of the Smith & Nephew plc board since 2000, serving as chairman of the global medical technology company's audit committee since 2001.


W. Walker Lewis
Mr. Lewis is chairman of Devon Value Advisers, a financial consulting and investment banking firm, which he founded in 1997. Previously, he served as a managing director of Kidder Peabody, where he was a member of the firm's management committee.
From 1991 to 1993, Mr. Lewis was president of Avon Products Inc., North America, and a member of the Office of the Chairman of Avon Incorporated.
From 1993 to 1997 Mr. Lewis was a senior adviser at Dillon Reed.


Siri S. Marshall
Ms. Marshall serves as senior vice president, general counsel and secretary, and chief governance and compliance officer at General Mills, Inc. She also managed General Mills' tax function from 1994 to 1999 and its Corporate Affairs group from 1999 to 2005.
Prior to joining General Mills in 1994, Ms. Marshall was senior vice president, general counsel and secretary of Avon Products, Inc.
Ms. Marshall also is a director of Equifax, Inc., the Yale Center for the Study of Corporate Law, the International Institute for Conflict Prevention and Resolution, and a trustee of the Minneapolis Institute of Arts and the General Mills Foundation.
She has served as a director of NovaCare, Inc., Jafra Cosmetics International and Snack Ventures Europe, and as a member of The New York Stock Exchange Legal Advisory Committee and the Bank of America Midwest Advisory Council.


Jeffrey Noddle
Mr. Noddle is chairman and chief executive officer of Minnesota-based SUPERVALU INC., the third-largest grocery retail company and a leading food distributor in the United States. He has held this position since 2002. Prior to his present position, he held a number of leadership positions across SUPERVALU's retail and supply chain operations, including president and chief operating officer, corporate executive vice president and president and chief operating officer of SUPERVALU's supply chain company, and corporate vice president of merchandising.
In addition to his role as chairman of the SUPERVALU board of directors, Mr. Noddle serves on a number of industry and corporate boards. He is currently chairman of the board of directors of The Food Marketing Institute and serves as a member of the boards of directors of Donaldson Company, Inc., The Food Industry Center at the University of Minnesota, the Independent Grocers Alliance, Inc. and the Academy of Food Marketing at Saint Joseph's University.
Mr. Noddle is also active in Minneapolis civic affairs, currently serving on the Greater Twin Cities United Way board of directors and executive committee, the University of Minnesota Carlson School of Management's board of overseers and as a member of the executive committee of the Minnesota Business Partnership and The Business Council.


H. Jay Sarles
Mr. Sarles is retired, having most recently served as vice chairman of Bank of America Corporation. Prior to that, he served as vice chairman and chief administrative officer of FleetBoston Financial with responsibility for administrative functions, technology and operations, treasury services, corporate strategy and mergers and acquisitions.
During his 37 years at Fleet, Mr. Sarles oversaw virtually all of Fleet's businesses at one time or another, including, most recently, the company's wholesale banking businesses. These included commercial finance, real estate finance, capital markets, global services, industry banking, middle market and large corporate lending, small business services and investment banking businesses.
He also is a member of the boards of directors of AvalonBay Communities, Inc., Carlyle Capital Corporation Limited, Dental Service of Massachusetts, Inc., DentaQuest Ventures, Inc., MBNA Europe Bank Limited, an indirect subsidiary of Bank of America Corporation. Mr. Sarles also is a trustee of Mount Holyoke College.


Robert F. Sharpe, Jr.
Mr. Sharpe has been executive vice president - Legal and External Affairs, at ConAgra Foods, Inc. since 2005.
From 2002 until joining ConAgra, he was a partner at the Brunswick Group LLC, an international financial public relations firm. He served as senior vice president - Public Affairs, secretary and general counsel for PepsiCo, Inc. from 1998 to 2002. Previously, Mr. Sharpe was senior vice president and general counsel for RJR Nabisco, Inc.
Mr. Sharpe is also an executive advisor to Starvest Partners, a business-to-business technology venture capital fund, and a former member of the boards of Pepsi Bottling Group and Pepsi Americas.


William H. Turner
Mr. Turner is dean of the College of Business at Stony Brook University. Previously, he was senior partner at Summus Limited.
He was president and chief executive officer of PNC Bank, New Jersey from 1997 to 2000 and chairman of PNC Bank, N.A., New Jersey and Northeast Region, from 2000 until his retirement in 2002. Before joining PNC, Mr. Turner was president and co-chief executive officer at Franklin Electronic Publishers, Inc. and vice chairman of Chemical Banking Corporation, which merged with The Chase Manhattan Corporation in 1995.
He also is a member of the boards of directors of Franklin Electronic Publishers, Inc., Standard Motor Products, Inc., Volt Information Sciences, Inc. and New Jersey Resources, Inc.

Stephen G. Butler
Age: 59—Director Since: 2004
Principal Occupation: Retired Chairman and Chief Executive Officer, KPMG, LLP
Recent Business Experience: Mr. Butler served as Chairman and CEO of KPMG, LLP from 1996 until his retirement on June 30, 2002. Mr. Butler held a variety of management positions, both in the United States and internationally, during his 33-year career at KPMG.
Committee Memberships: Audit, Nominating and Governance
Other Directorships: Cooper Industries, Ltd.; ConAgra Foods, Inc.


Kimberly A. Casiano
Age: 49—Director Since: 2003
Principal Occupation: President and Chief Operating Officer, Casiano Communications, Inc., San Juan, Puerto Rico
Recent Business Experience: Ms. Casiano was appointed President and Chief Operating Officer of Casiano Communications, a publishing and direct marketing company, in 1994. From 1987 to 1994, she held a number of management positions within Casiano Communications in both the periodicals and magazines and the bilingual direct marketing and call center divisions of the company. Ms. Casiano is a member of the Board of Trustees of the Hispanic College Fund, the Access America Committee of the U.S. Chamber of Commerce, the Board of Directors of Mutual of America and the Board of Advisors of the Moffitt Cancer Center.
Committee Memberships: Audit, Environmental and Public Policy, Nominating and Governance


Anthony F. Earley, Jr.
Age: 59—Director Since: March 2009
Principal Occupation: Chairman and Chief Executive Officer, DTE Energy, Detroit, Michigan
Recent Business Experience: Mr. Earley has been Chairman and Chief Executive Officer of DTE Energy since 1998. Mr. Earley joined DTE Energy in 1994 as President and Chief Operating Officer. Prior to that time, Mr. Earley served as President and Chief Operating Officer of the Long Island Lighting Company, an electric and gas utility in New York. Mr. Earley is a director of the Nuclear Energy Institute and the Edison Electric Institute. Mr. Earley also serves as a director for several charitable organizations including Cornerstone Schools, Detroit Zoological Society, Detroit Renaissance, and United Way for Southeastern Michigan. Mr. Earley has sat on advisory boards of the U.S. Department of Energy, the New York Stock Exchange, and the University of Notre Dame. Mr. Earley also served as an officer in the United States Navy nuclear submarine program where he was qualified as a chief engineer officer.
Other Directorships: DTE Energy; Masco Corporation


Edsel B. Ford II
Age: 58—Director Since: 1988
Principal Occupation: Director and Consultant, Ford Motor Company
Recent Business Experience: Mr. Ford is a retired Vice President of Ford Motor Company and former President and Chief Operating Officer of Ford Motor Credit Company. He presently serves as a consultant to the Company.
Committee Memberships: Environmental and Public Policy, Finance


William Clay Ford, Jr.
Age: 49—Director Since: 1988
Principal Occupation: Executive Chairman and Chairman of the Board of Directors, Ford Motor Company
Recent Business Experience: Mr. Ford has held a number of management positions within Ford, including Vice President — Commercial Truck Vehicle Center. From 1995 until October 30, 2001, Mr. Ford was Chair of the Finance Committee. Effective January 1, 1999, he was elected Chairman of the Board of Directors and effective October 30, 2001, he was elected Chief Executive Officer of the Company. Mr. Ford became Executive Chairman of the Company on September 1, 2006. Mr. Ford also is Vice Chairman of The Detroit Lions, Inc., Chairman of the Detroit Economic Club, and Chairman of the Board of Trustees of The Henry Ford. He also is a Vice Chairman of Detroit Renaissance.
Committee Memberships: Environmental and Public Policy, Finance


Richard A. Gephardt
Age: 68—Director Since: March 2009
Principal Occupation: President and Chief Executive Officer, Gephardt Group, Atlanta, Georgia
Recent Business Experience: Mr. Gephardt has been President and Chief Executive Officer since 2005 of Gephardt Group, LLC a multi-disciplined consulting firm. He also serves as Strategic Advisor since June 2005 for the Government Affairs practice group of DLA Piper Rudnick, one of the world's largest legal services providers, and as a consultant to Goldman, Sachs & Co. since January 2005. Mr. Gephardt is the former Majority Leader of the U.S. House of Representatives and served 14 terms in Congress from 1976 until January 2005. He is also a member of the Professional Advisory Board of St. Jude Children's Research Hospital.
Other Directorships: Centene Corporation; Embarq Corporation; Spirit Aerosystems Holding, Incorporated; United States Steel Corporation


Irvine O. Hockaday, Jr.
Age: 70—Director Since: 1987
Principal Occupation: Retired President and Chief Executive Officer, Hallmark Cards, Inc., Kansas City, Missouri
Recent Business Experience: Mr. Hockaday was President and CEO of Hallmark Cards, Inc. since January 1, 1986, and a director since 1978. He retired in December 2001.
Committee Memberships: Audit, Nominating and Governance
Other Directorships: Aquila, Inc.; Crown Media Holdings, Inc.; Sprint Corp.; The Estee Lauder Companies, Inc.


Richard A. Manoogian
Age: 70—Director Since: 2001
Principal Occupation: Executive Chairman and Chairman of the Board, Masco Corporation, Taylor, Michigan
Recent Business Experience: Mr. Manoogian has been with Masco since 1958, became Vice President and a member of the Board in 1964, President in 1968 and, in 1985, became Chairman. Mr. Manoogian is a member of the Board of Detroit Renaissance, The Henry Ford and a member of The American Business Conference.
Committee Memberships: Compensation, Nominating and Governance
Other Directorships: Masco Corporation; JPMorgan Chase & Co.


Ellen R. Marram
Age: 59—Director Since: 1988
Principal Occupation: President, The Barnegat Group, LLC
Recent Business Experience: Ms. Marram is President of the Barnegat Group, LLC, a business advisory firm. From September 2000 through December 2005, Ms. Marram was Managing Director of North Castle Partners, LLC, a private equity firm. Ms. Marram served as President and CEO of efdex inc. from August 1999 to May 2000. She previously served as President and CEO of Tropicana Beverage Group from September 1997 until November 1998, and had previously served as President of the Group, as well as Executive Vice President of The Seagram Company Ltd. and Joseph E. Seagram & Sons, Inc. Before joining Seagram in 1993, she served as President and CEO of Nabisco Biscuit Company and Senior Vice President of the Nabisco Foods Group from June 1988 until April 1993.
Committee Memberships: Compensation, Environmental and Public Policy, Nominating and Governance
Other Directorships: The New York Times Company; Eli Lilly and Company; Cadbury Schweppes plc


Alan Mulally
Age: 61—Director Since: September 2006
Principal Occupation: President and Chief Executive Officer, Ford Motor Company
Recent Business Experience: Mr. Mulally was elected President and Chief Executive Officer of Ford effective September 1, 2006. Since March 2001, Mr. Mulally had been Executive Vice President of the Boeing Company and President and Chief Executive Officer of Boeing Commercial Airplanes. He was also a member of the Boeing Executive Council and served as Boeing’s senior executive in the Pacific Northwest. Prior to that time, Mr. Mulally served in a number of other executive positions within Boeing. Mr. Mulally has served as co-chair of the Washington Competitive Council, and has sat on the advisory boards of NASA, the University of Washington, the University of Kansas, the Massachusetts Institute of Technology, and the U.S. Air Force Scientific Advisory Board. He is a member of the U.S. National Academy of Engineering and a fellow of England’s Royal Academy of Engineering.
Committee Memberships: Finance


Homer A. Neal
Age: 64—Director Since: 1997
Principal Occupation: Director, ATLAS Project, Professor of Physics, Interim President Emeritus, and Vice President for Research Emeritus, University of Michigan, Ann Arbor, Michigan
Recent Business Experience: Dr. Neal is director, University of Michigan ATLAS Project, Samuel A. Goudsmit Distinguished Professor of Physics, Interim President Emeritus and Vice President for Research Emeritus at the University of Michigan. He rejoined the University as Chairman of its Physics Department in 1987, and in 1993 was named Vice President of Research. Dr. Neal served as Interim President of the University of Michigan from July 1, 1996 to February 1, 1997. He has served as a member of the U.S. National Science Board, the Advisory Board of the Oak Ridge National Laboratory, as a Trustee of the Center for Strategic and International Studies and as a member of the Board of Regents of the Smithsonian Institution. Dr. Neal currently is a member of the Board of Trustees of the Richard Lounsbery Foundation and a member of the Advisory Board for the Lawrence Berkeley National Laboratory.
Committee Memberships: Environmental and Public Policy, Finance, Nominating and Governance


Gerald L. Shaheen
Age: 63—Director Since: July 11, 2007
Principal Occupation: Group President, Caterpillar, Inc., Peoria, Illinois
Recent Business Experience: Mr. Shaheen is a group president of Caterpillar and has responsibility for the design, development, and production of Caterpillar's large construction and mining equipment, as well as the company's U.S. operations division. He is also responsible for marketing and sales operations in North America, Caterpillar's components business, and Caterpillar's research and development division. Mr. Shaheen joined Caterpillar in 1967 and has held numerous marketing and management positions both in the United States and Europe, and at one time had responsibility for Caterpillar's business in Europe, Africa, the Middle East, and the former Soviet Union. He was elected a vice president of Caterpillar with responsibility for engine marketing and administration in 1995 and assumed his current position in November 1998.
Committee Memberships: Audit, Nominating and Governance
Other Directorships: National City Corporation; AGCO Corporation


John L. Thornton
Age: 53—Director Since: 1996
Principal Occupation: Professor and Director, Global Leadership Program, Tsinghua University, Beijing, China
Recent Business Experience: Mr. Thornton retired as President and Co-Chief Operating Officer of The Goldman Sachs Group, Inc. on June 30, 2003. Mr. Thornton was appointed to that post in 1999 and formerly served as Chairman of Goldman Sachs — Asia from 1996 to 1998. He was previously Co-Chief Executive of Goldman Sachs International, the firm’s business in Europe, the Middle East and Africa. He also is the Chairman of the Board of Trustees of the Brookings Institution.
Committee Memberships: Compensation, Finance, Nominating and Governance
Other Directorships: News Corporation; Intel, Inc.; China Netcom Group Corporation (Hong Kong) Limited; Industrial Commercial Bank of China Limited


William Clay Ford, Director Emeritus
William Clay Ford retired from the Board of Directors effective May 12, 2005, after 57 years of service. As Director Emeritus, Mr. Ford is entitled to attend Board and committee meetings and participate in discussion of matters that come before the Board or its committees, although he is not entitled to vote upon any such matters and no longer receives compensation as a non-employee Board member.

Stephen F. Bollenbach
Former Co-Chairman and Chief Executive Officer
Hilton Hotels Corporation

Dennis D. Dammerman
Former Vice Chairman of the Board
General Electric Company
Former Chairman
GE Capital Services

Martin S. Feldstein
Professor of Economics
Harvard University
President Emeritus
National Bureau of Economic Research

Edward M. Liddy
Chairman and Chief Executive Officer
American International Group, Inc.

George L. Miles, Jr.
President and Chief Executive Officer
WQED Multimedia

Suzanne Nora Johnson
Senior Director
Former Vice Chairman
The Goldman Sachs Group, Inc.

Morris W. Offit
Chairman
Offit Capital Advisors LLC
Founder and Former
Chief Executive Officer OFFITBANK

James F. Orr III
Chairman of the Board of Trustees
The Rockefeller Foundation

Edmund S. W. Tse
Senior Vice Chairman, Life Insurance
American International Group, Inc.

Erskine B. Bowles
President,
The University of North Carolina
Director since 2005

John H. Bryan
Retired Chairman
and Chief Executive Officer,
Sara Lee Corporation
Director since 1993

Armando M. Codina
Chairman,
Flagler Development Group
Director since 2002

Erroll B. Davis, Jr.
Chancellor,
University System of Georgia
Director since 2007

George M.C. Fisher
Retired Chairman
and Chief Executive Officer,
Eastman Kodak Company
Director since 1996

E. Neville Isdell
Retired Chairman and Chief Executive Officer,
The Coca-Cola Company
Director since 2008

Karen Katen
Senior Advisor,
Essex Woodlands Health Ventures
Director since 1997

Kent Kresa
Interim Non-Executive Chairman of the Board,
General Motors Corporation
Director since 2003

Philip A. Laskawy
Retired Chairman
and Chief Executive Officer,
Ernst & Young LLP
Director since 2003

Kathryn V. Marinello
Chairman
and Chief Executive Officer,
Ceridian Corporation
seg Director since 2007

Eckhard Pfeiffer
Retired President
and Chief Executive Officer,
Compaq Computer Corporation
Director since 1996

Frederick A. Henderson
President
and Chief Executive Officer,
General Motors Corporation
Director since 2009

To be fair, Frederick Henderson was only put on recently to replace Wagoner who was fired by Obama, who had to do the board's dirty work.