Directors roster: in affiliation with Spencer Stuart--a quarterly record of new director appointments.

3COM CORP.

Marlborough, MA has added to its board:

David Wajsgras

Senior Vice President and CFO

LEAR CORP.

Southfield, MI

Bio Notes: In present position since 2002. Joined Lear in 1999. From 1997-1999 served as controller at Engelhard Corp. Formerly held various senior positions in finance at AlliedSignal Inc. (now Honeywell International Inc.).

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3Com manufactures voice and video communications products and network systems. Revenues are $900 million. Lear manufactures automotive interiors and electrical systems. Revenues are $15 billion.

ACCENTURE LTD.

New York, NY has added to its board:

Dennis F. Hightower

William L. Kimsey

Bio Notes: Hightower was CEO of Europe Online Networks S.A., a privately held broadband interactive entertainment company based in Luxembourg. From 1996-2000 was a professor of management and a senior lecturer at Harvard Business School. From 1987-1996 held various positions at Walt Disney Co., including president of its television and telecommunications unit and president of its European, Middle Eastern, and African consumer products units. Formerly held positions with Russell Reynolds Associates Inc., Mattel Inc., General Electric, and Xerox Corp. Age 62. Kimsey was CEO of Ernst & Young Global Ltd. from 1998-2002. Age 61.

Accenture is a management consulting, technology services, and outsourcing company. Revenues are $13 billion.

ADOBE SYSTEMS INC.

San Jose, CA has added to its board:

Michael R. Cannon

President and CEO

SOLECTRON CORP.

Milpitas, CA

Bio Notes: In present position since 2003. From 1997-2003 was president and CEO of Maxtor Corp. Formerly held senior management positions at IBM Corp.

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Adobe develops digital imaging and video software. Revenues are $1 billion. Solectron provides electronics manufacturing and supply-chain management services to high-tech electronics companies. Revenues are $12 billion.

ADVO INC.

Windsor, CT has added to its board:

Karen Kaplan

President

HILL, HOLLIDAY, CONNORS, COSMOPULOS INC.

Boston, MA

Bio Notes: Joined Hill Holliday in 1982 as a receptionist. Has account management experience in consumer, health care, technology, retail, and financial services markets.

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Advo is a direct mail marketing services company. Revenues are $1 billion. Hill Holliday is a subsidiary of Interpublic Group of Companies Inc., a marketing and advertising company with revenues of $6 billion.

AFLAC INC.

Columbus, GA has added to its board:

Douglas W. Johnson

Bio Notes: Retired in 2003 after serving for more than 20 years as an audit partner at Ernst & Young. Experience includes extensive work with audit committees of public companies.

AFLAC provides supplemental accident and health insurance. Assets are $10 billion.

ALTERA CORP.

San Jose, CA has added to its board:

Susan Wang

Bio Notes: Joined Solectron Corp. in 1984 and served as the company's EVP and CFO from 1986-2002. Previously held financial and accounting positions at Xerox and Westavo Corp. Also is a director of Calpine Corp. and Avenex Corp.

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Altera manufactures programmable chip and software technology. Revenues are $711 million.

AMEREN CORP.

St. Louis, MO has added to its board:

Susan S. Elliott

Chairman and CEO

SYSTEMS SERVICE ENTERPRISE INC.

St. Louis, MO

Bio Notes: Founded Systems Service Enterprises in 1966. Previously was coordinator of leasing operations at Boatmen's National Bank. Also has served as a systems analyst for the Missouri Department of Education and an advisory systems engineer for IBM Corp.

Ameren is an electric and natural gas utility company. Revenues are $4 billion. Systems Service provides information technology services and training.

AUTODESK INC.

San Rafael, CA has added to its board:

Michael J. Fister

SVP and General Manager

Enterprise Platforms Group

INTEL CORP.

Santa Clara, CA

Bio Notes: In present position since 2002. Joined Intel in 1987. Formerly held executive and engineering management positions at Wyse, Machine Vision International, and Cincinnati Milacron.

Autodesk is a multimedia software development company. Revenues are $825 million. Intel manufactures semiconductors. Revenues are $26 billion.

AVAYA INC.

Basking Ridge, NJ has added to its board:

Richard Wallman

Bio Notes: Served as CFO of AlliedSignal Inc. from 1995-1999. Formerly held financial positions at Ford Motor Co., Chrysler Corp., IBM Corp., and Honeywell International Inc. Also is a director of Ariba Inc., Hayes-Lemmerz, and Lear Corp.

Avaya provides communications networks. Revenues are $4 billion.

BAXTER INTERNATIONAL INC.

Deerfield, IL has added to its board:

Carole J. Ulrich

Bio Notes: Was EVP of Maytag Corp. and president of Maytag's home solutions group from January 2000 through December 2000. Previously was EVP and assistant COO of Polaroid Corp., where she served for 30 years. Age 60.

Baxter manufactures health care products. Revenues are $8 billion.

BEAZER HOMES USA INC.

Atlanta, GA has added to its board:

Katie J. Bayne

SVP of Integrated Marketing, NA

COCA-COLA CO.

Atlanta, GA

Bio Notes: Joined Coca-Cola in 1989. Responsible for integrated communications as well as media promotions, sports and entertainment marketing, and packaging integration functions in North America.

Beazer is a homebuilder. Revenues are $3 billion. Coca-Cola manufactures soft drinks. Revenues are $19 billion.

BLOUNT INTERNATIONAL INC.

Portland, OR has added to its board:

Thomas J. Fruechtel

President and CEO

LEUPOLD & STEVENS INC.

Beaverton, OR

Bio Notes: Has served as president and COO of Simplicity Manufacturing Inc., a manufacturer of lawnmowers and outdoor power equipment. Previously worked for Blount and one of its predecessor companies, Omark Industries Inc., for 21 years. Served as president of Blount's former sporting equipment division and general manager of the Oregon cutting systems division and Latin American operations in Brazil. Age 53.

Blount manufactures outdoor products, lawnmowers, and industrial and power equipment. Revenues are $480 million. Leupold & Stevens manufactures binoculars and sports optic equipment. It is privately held.

BOEING CO.

Chicago, IL has added to its board:

Linda Cook

President and CEO

SHELL CANADA

Calgary, Alberta Canada

Bio Notes: In present position since 2003. Joined Shell Oil Co. in 1980. Served for three years in London as CEO for Shell's gas and power unit and also was director of strategy and business development in The Hague. Age 45.

Boeing is an aircraft manufacturer. Revenues are $54 billion. Shell is a petroleum refiner.

C.R. BARD INC.

Murray Hill, NJ has added to its board:

Theodore E. Martin

Bio Notes: Former president and CEO of Barnes Group, which he joined in 1990. Became president and CEO in 1995 and retired in 1998. Previously held management positions at Allied-Signal Inc. and General Electric Co. Also is a director of Ingersoll-Rand Co., Unisys Corp., and Applera Corp.

C.R. Bard manufactures medical, surgical, diagnostic, and patient care devices. Revenues are $1 billion.

CAMPBELL SOUP CO.

Camden, NJ has added to its board:

Paul R. Charron

Chairman and CEO

LIZ CLAIBORNE INC.

New York, NY

Les C. Vinney

President and CEO

STERIS CORP.

Mentor, OH

Bio Notes: Charron (top) has been in his present position since 1996. Joined Liz Claiborne in 1994. Formerly served as EVP of VF Corp., which he joined in 1988. Age 61. Vinney has been in his present position since 2000. From 1991-1999 was SVP and CFO at BF Goodrich Co. Age 54.

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Campbell is a soup company. Revenues are $6 billion. Liz Claiborne manufactures men's and women's apparel, fragrance products, and accessories. Revenues are $3 billion. Steris provides sterilizing and infection prevention products. Revenues are $1 billion.

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CAPITAL ONE FINANCIAL CORP.

McLean, VA has added to its board:

Lewis Hay III

Chairman, President, and CEO

FPL GROUP INC.

Juno Beach, FL

Mayo A. Shattuck

Chairman, President, and CEO

CONSTELLATION ENERGY GROUP

Baltimore, MD

Bio Notes: Hay has been chairman of FPG Group since 2002 and president and CEO since 2001. Joined FPL in 1999 as CFO. Formerly served as CEO for U.S. Foodservice from 1991-1999. Was a partner with Strategic Planning Associates (now Mercer Management Consulting), where he led the firm's U.S. telecommunications practice. Also is a director of Harris Corp. Age 49. Shattuck has been president and CEO of Constellation Energy Group since 2001 and chairman since 2002. Previously served as chairman of Deutsche Banc Alex. Brown, and was formerly CEO of the bank's private client and asset management group. From 1997-1999 served as vice chairman of Bankers Trust Corp., which merged with Deutsche Bank in 1999.

Capital One is a credit card company. Constellation is an electric power and gas company. Revenues are $5 billion.

CARPENTER TECHNOLOGY CORP.

Wyomissing, PA has added to its board:

Martin Inglis

Peter N. Stephans

Chairman and CEO

TRIGON INC.

McMurray, PA

Bio Notes: Inglis retired in 2003 after a 32-year career at Ford Motor Co. Positions held at Ford include group VP of business strategy, CFO, head of Ford North America, and president of the company's South American unit. Age 53. Stephans (pictured) formed Trigon Inc. in 1997. Previously was president and COO of Dynamet Inc., a privately held titanium processor in Washington, Pa., that was acquired by Carpenter in 1997. Joined Dynamet in 1976. Began his career at IBM Corp. Age 61.

[ILLUSTRATION OMITTED]

Carpenter manufactures specialty alloys and engineered products. Revenues are $871 million. Trigon is a privately held manufacturer of components for the aerospace and medical industries.

CHARTER COMMUNICATIONS INC.

St. Louis, MO has added to its board:

Charles M. Lillis

Bio Notes: Served as CEO of MediaOne Group Inc. from 1995-1997. Previously held senior management positions at US West. Formerly was dean of the University of Colorado's College of Business and a professor at Washington State University. Also is a director of SuperValu Inc. and Williams Cos.

Charter is a broadband communications company. Revenues are $4 billion.

CKE RESTAURANTS INC.

Santa Barbara, CA has added to its board:

Douglas K. Ammerman

Bio Notes: Began his career in 1973 as a staff acountant at KPMG and was promoted to partner in 1984.

CKE operates fast food restaurants. Revenues are $1 billion.

CNET NETWORKS INC.

San Francisco, CA has added to its board:

Betsey Nelson

Executive Vice President and CFO

MARCROMEDIA INC.

San Francisco, CA

Jarl Mohn

Bio Notes: Nelson has been in her present position since 1997. Joined Macromedia in 1996 and is responsible for the company's finance, human resources, legal, and M & A activities. Spent eight years at Hewlett-Packard, where she held positions in finance and corporate development. Formerly was a consultant with Robert Nathan Associates, an international economic consulting firm. Mohn, also known as Lee Masters, was the founding president of Liberty Digital and served as its CEO from 1999-2002. Previously was president and CEO of E! Entertainment Television. From 1986-1989 was EVP and general manager of MTV and VH1. Began his career in radio broadcasting.

CNET is a media company that connects buyers and sellers for technology and consumer products. Revenues are $237 million. Macromedia develops wireless and digital device software and creates Internet content. Revenues are $337 million.

COLA-COLA ENTERPRISES INC.

Atlanta, GA has added to its board:

Calvin Darden

SVP of U.S. Operations

UNITED PARCEL SERVICE

Atlanta, GA

Bio Notes: Joined UPS in 1971 as a part-time package handler. Is accountable for all U.S. operations, which covers 320,000 employees and $24 billion in revenues. Also is a director of Target Corp. Age 53.

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Coca-Cola Enterprises produces and distributes bottled and canned beverage products of the Coca-Cola Co. Revenues are $16 billion.

CONAGRA FOODS INC.

Omaha, NE has added to its board:

Steven F. Goldstone

Bio Notes: Currently manages Silver Spring Group, a private investment firm. From 1995 until his retirement in 2000, was chairman and CEO of RJR Nabisco Inc. Also is a director of American Standard Cos.

ConAgra is a packaged food company. Revenues are $19 billion.

COOPER TIRE & RUBBER CO.

Findlay, OH has added to its board:

Laurie B. Breininger

Vice President and General Manager

AMERICAN STANDARD CO.

Piscataway, NJ

Bio Notes: In present position since joining American Standard in 2000. Previously was VP of sales and marketing for the commercial vechicle systems division at Honeywell Corp. Formerly was general manager of North American brands at Whirlpool Corp., where she served for 18 years.

Cooper is a tire manufacturer. Revenues are $3 billion. American Standard manufactures air conditioning systems, bathroom and kitchen fixtures, and vehicle control systems. Revenues are $8 billion.

COVANCE INC.

Princeton, NJ has added to its board:

Sandra L. Helton

Executive Vice President and CFO

TELEPHONE & DATA SYSTEMS INC.

Chicago, IL

Bio Notes: In present position since 1998. Previously was VP and controller of Compaq Computer Corp. from 1997-1998. Formerly was SVP and treasurer of Corning Inc. Also is a director of United States Cellular Corp.

Covance is a pharmaceutical development company. Revenues are $885 million. Telephone & Data is a telecommunications services company. Revenues are $3 billion.

CYTYC CORP.

Boxborough, MA has added to its board:

Marla S. Persky

Deputy General Counsel

BAXTER HEALTHCARE CORP.

Deerfield, IL

Bio Notes: In present position since 2001. Joined Baxter in 1986. Formerly was an attorney with Lurie, Sklar & Simon Ltd., where she specialized in health care litigation and product liability defense.

Cytyc manufactures medical diagnostic devices primarily focused on women's health. Revenues are $236 million. Baxter manufactures health care products for the treatment of cancer, hemophilia, immune disorders, kidney disease, and trauma. Revenues are $8 billion.

DELTA AIR LINES INC.

Atlanta, GA has added to its board:

Larry D. Thompson

Professor of Law

UNIVERSITY OF GEORGIA SCHOOL OF LAW

Athens, GA

Bio Notes: In present position since January 2004. Previously was a senior fellow at the Brookings Institution. Served as Deputy Attorney General, the No. 2 job in the U.S. Justice Department, from 2001-2003. Formerly was a partner at King & Spalding law firm and served from 1982-1986 as U.S. Attorney for the Northern District of Georgia. Age 57.

Delta is an airline. Revenues are $13 billion.

DICK'S SPORTING GOODS INC.

Pittsburgh, PA has added to its board:

Emanuel Chirico

EVP and CFO

PHILLIPS-VAN HEUSEN CORP.

New York, NY

Bio Notes: In present position since 1999. Joined Phillips-Van Heusen in 1983 as VP and controller. Formerly was a partner at Ernst & Young LLC.

Dick's is a retailer of sporting goods. Revenues are $1 billion. Phillips-Van Heusen manufactures footwear and apparel. Revenues are $1 billion.

DIGI INTERNATIONAL INC.

Minnetonka, MN has added to its board:

Guy C. Jackson

Bio Notes: Retired in 2003 from Ernst & Young LLP after a 35-year career in the accounting profession. Was the audit partner on numerous public companies in various industries, including the technology sector. Also is a director of Cyberonics Inc. Age 61.

Digi manufactures networking devices and equipment. Revenues are $102 million.

DTE ENERGY CO.

Detroit, MI has added to its board:

Josue Robles Jr.

Executive Vice President and CFO USAA

San Antonio, TX

Bio Notes: Joined USAA in 1994 after a 28-year career in the U.S. military, during which he served as the U.S. Army's budget director at the Pentagon. Retired in 1994 as a major general.

DTE is an electric and natural gas utility company. Revenues are $7 billion. USAA provides insurance and financial services to U.S. military personnel. Assets under management are $6 billion.

EARTHLINK INC.

Atlanta, GA has added to its board:

Bill Harris

Terrell Jones

Special Venture Partner

GENERAL CATALYST PARTNERS

Cambridge, MA

Bio Notes: Harris served from 1999-2000 as CEO of PayPal Inc. and from 1995-1999 was CEO at Intuit Inc. Formerly was president of ChipSoft, which merged with Intuit in 1993. Also is a director of Macromedia Inc. Jones joined Catalyst Partners in 2003. Founded Travelocity.com in 1996 and led the company as president and CEO until 2002. Was previously CIO at Sabre Inc. Held various positions, including president of computer services, at American Airlines.

EarthLink is an Internet service provider. Revenues are $1 billion. General Catalyst is an early-stage venture capital investment firm.

ELECTRO SCIENTIFIC INDUSTRIES INC.

Portland, OR has added to its board:

Robert R. Walker

Bio Notes: CFO at Agilent Technologies Inc. from 2000-2001. Previously spent 25 years with Hewlett-Packard Co.

ESI provides high-technology manufacturing equipment.

ELECTRONIC ARTS INC.

Redwood City, CA has added to its board:

Robert W. Pittman

Bio Notes: Partner of Pilot Group LLC, a private investment firm. COO of AOL Time Warner (now Time Warner Inc.) until 2002. Has served as CEO and managing partner of Century 21 Real Estate Corp., president and CEO of MTV Networks, and chairman and CEO of Six Flags Entertainment. Began his media career as a disc jockey in Mississippi and later became head of programming for WNBC Radio in New York. Also is a director of Cendant Corp. Age 49.

Electronic Arts publishes interactive software games. Revenues are $2.5 billion.

EQUIFAX INC.

Atlanta, GA has added to its board:

James E. Copeland Jr.

Bio Notes: Retired in 2003 as CFO of Deloitte & Touche Tohmatsu. Joined a predecessor firm of Deloitte & Touche in 1967 and later became a partner with the firm in 1977. Also is a director of Coca-Cola Enterprises Inc. Age 58.

Equifax provides credit information services. Revenues are $1 billion.

FAIRCHILD SEMICONDUCTOR CORP.

South Portland, ME has added to its board:

Thomas Magnanti

Dean

School of Engineering

MASSACHUSETTS INSTITUTE OF TECHNOLOGY

Cambridge, MA

Bio Notes: MIT faculty member since 1971. Founding co-director of MIT's industry-university collaborative research and educational program, Leaders for Manufacturing Program, and graduate program, System Design and Management. Held visiting scientist appointments at Bell Laboratories and at GTE Laboratories. Previously served as a member of the corporate manufacturing staff of Digital Equipment Corp. and on the science and technology council of Inland Steel.

[ILLUSTRATION OMITTED]

Fairchild manufactures semiconductor devices. Revenues are $1 billion.

FMC CORP.

Philadelphia, PA has added to its board:

Mark P. Frissora

Chairman and CEO

TENNECO AUTOMOTIVE INC.

Lake Forest, IL

Bio Notes: In present position since 2000. Joined Tenneco in 1996 as VP of North American emissions control operations. From 1991-1996 served as VP at Aeroquip-Vickers Corp. and was responsible for Canadian operations and 13 U.S. distribution and assembly facilities. From 1987-1991 held various positions at Philips Lighting Co. Formerly served 10 years in the lighting business group at General Electric Co. Age 48.

FMC is a chemicals manufacturer. Revenues are $2 billion. Tenneco manufactures ride and emissions control products and systems. Revenues are $3.5 billion.

FORD MOTOR CO.

Dearborn, MI has added to its board:

Kimberly Casiano

President and CEO

CASIANO COMMUNICATIONS INC.

San Juan, Puerto Rico

Bio Notes: Has held leadership positions with organizations serving the U.S. Hispanic community.

Ford is an automobile manufacturer. Revenues are $162 billion. Casiano Communications is a publisher of Hispanic periodicals and business magazines. It is privately held.

FREDDIE MAC

McLean, VA has added to its board:

Richard K. Goeltz

Bio Notes: Vice chairman and CFO of American Express Co. from 1996-2000. Previously was Group CFO of NatWest Group. Served at Seagram Co. for more than 20 years. Held various financial positions in the treasurer's department at Exxon Corp. Also is a director of Warnaco Group Inc.

Freddie Mac provides mortgage services.

GAP INC.

San Francisco, CA has added to its board:

Meg Whitman

President and CEO

EBAY INC.

San Jose, CA

Jim Schneider

Senior Vice President and CFO

DELL COMPUTER CORP.

Round Rock, TX

Bio Notes: Whitman has been in her present position since 1998. From 1997-1998, she was general manager of the preschool division of Hasbro Inc. Formerly held senior management positions at Stride Rite Corp. and Walt Disney Co. Began her career at Bain & Co. Also is a director of Procter & Gamble Co. Age 46. Schneider joined Dell in 1996 and has served in his present position since 2000. Age 50.

Gap is an apparel retailer. Revenues are $14 billion. eBay operates an online trading community. Revenues are $1 billion. Dell manufactures computers. Revenues are $35 billion.

GENERAL MOTORS CORP.

Detroit, MI has added to its board:

Kent Kresa

Bio Notes: Chairman and CEO of Northrop Grumman Corp. from 1990-2003. Also is a director of Advanced Bionics, Avery Dennison Corp., Fluor Corp., Eclipse Aviation Corp., and Trust Co. of the West. Age 65.

[ILLUSTRATION OMITTED]

GM is an automobile manufacturer. Revenues are $187 billion.

GENTEX CORP.

Zeeland, MI has added to its board:

Wallace K. Tsuha

Chairman and CEO

SATURN ELECTRONICS & ENGINEERING INC.

Auburn Hills, MI

Bio Notes: Founded Saturn Electronics & Engineering in 1985.

Gentex manufactures automatic-dimming rearview mirrors and commercial fire protection products. Revenues are $395 million. Saturn supplies automotive electronics, electrical wiring, and electromagnetic products. Revenues are $360 million.

GIANT INDUSTRIES INC.

Scottsdale, AZ has added to its board:

Donald Wilkinson

Chairman

WILKINSON O'GRADY & CO.

New York, NY

Bio Notes: Co-founded Wilkinson O'Grady in 1972. Manages portfolios and researches specific companies as portfolio investments. Formerly VP and partner of New Court Securities Corp., which represented the Rothschild family in the U.S.

Giant is a petroleum refining company. Revenues are $1 billion. Wilkinson O'Grady is an investment firm.

H.B. FULLER CO.

St. Paul, MN has added to its board:

John C. van Roden Jr.

SVP and CFO

GLATFELTER INC.

York, PA

Bio Notes: In present position since 2003. From 1998-2003 was SVP and CFO for Conectiv. From 1982-1998 served as SVP and CFO at Lukens Inc.

H.B. Fuller manufactures adhesives, sealants, coatings, and paints. Revenues are $1 billion. Glatfelter manufactures paper products. Revenues are $554 million.

HARRAH'S ENTERTAINMENT INC.

Las Vegas, NV has added to its board:

Christopher J. Williams

Chairman and CEO

WILLIAMS CAPITAL GROUP LP

New York, NY

Bio Notes: Served for nine years at Lehman Brothers in New York as SVP responsible for origination and trading of structured fixed income securities. Later formed Williams Financial Markets, a division of Jefferies & Co. Williams Capital has been one of the largest underwriters of investment grade corporate debt in the U.S. and was ranked the largest minority-owned investment bank in the country by Black Enterprise magazine in 2002.

Harrah's operates casinos. Revenues are $4 billion. Williams is a registered broker-dealer.

HARTMARX CORP.

Chicago, IL has added to its board:

Michael F. Anthony

Chairman, President, and CEO

BROOKSTONE INC.

Nashua, NH

Bio Notes: President and CEO of Brookstone since 1995 and chairman since 1999. Joined Brookstone in 1994. Previously held senior positions at Lechter's Inc., a nationwide chain of specialty housewares stores. Age 48.

Hartmarx manufactures men's apparel. Revenues are $573 million. Brookstone is a specialty retailer of health and fitness, home and office, travel and auto, and outdoor living products. Revenues are $376 million.

HCA INC.

Nashville, TN has added to its board:

C. Michael Armstrong

Chairman

COMCAST CORP.

Philadelphia, PA

Bio Notes: In present position since 2002. Previously served as chairman and CEO of AT & T Corp. from 1997-2002, when Comcast merged with AT & T Corp.'s broadband unit. Joined AT & T from Hughes Electronics, where he was chairman and CEO for six years. Formerly served at IBM Corp. for 30 years.

[ILLUSTRATION OMITTED]

HCA operates hospitals and health care facilities. Revenues are $20 billion. Comcast provides cable and communication services. Revenues are $12 billion.

HERSHEY FOODS CORP.

Hershey, PA has added to its board:

Robert F. Cavanaugh

Managing Director

DLJ REAL ESTATE CAPITAL PARTNERS

Los Angeles, CA

Bio Notes: In present position since 2000. Previously was managing director of real estate investment banking at Bankers Trust Co. Formerly held investment banking positions at LaSalle Partners Ltd. and Goldman, Sachs & Co.

Hershey manufactures chocolate-related food products. Revenues are $4 billion.

HILLENBRAND INDUSTRIES INC.

Batesville, IN has added to its board:

Anne G. Peirce

Associate Dean for Academic Affairs

COLUMBIA UNIVERSITY SCHOOL OF NURSING

New York, NY

Joanne C. Smith

SVP of Corporate Strategy and Business Development

REHABILITATION INSTITUTION OF CHICAGO

Chicago, IL

Bio Notes: Peirce was formerly a dean and professor of nursing and the director of nursing research at the University of Mississippi Medical Center. Smith has been in her present position since 2002. From 1997-2002 served as SVP and COO of the corporate partnership division of the Rehabilitation Institute of Chicago. Has been a physician at the Rehabilitation Institute since 1992 and served as its director of business development from 1994-1997.

Hillenbrand is a health care and funeral services company. Revenues are $2 billion.

HORMEL FOODS CORP.

Austin, MN has added to its board:

John L. Morrison

Director & Founder

GOLDNER HAWN

JOHNSON & MORRISON INC.

Minneapolis, MN

Bio Notes: Founded Goldner Hawn in 1989. Has also been chairman of Callanish Capital Partners, a private hedge fund, since 2001. Formerly was VP of the corporate finance department at Kidder Peabody & Co. and held several management positions at Pillsbury Co., including chairman of the U.S. consumer foods group unit. Also is a director of Anderson Windows Inc. Age 58.

Hormel is a meat and food products company. Revenues are $3 billion. Goldner Hawn is a private equity firm.

IBM CORP.

Armonk, NY has added to its board:

Joan E. Spero

President

DORIS DUKE CHARITABLE FOUNDATION

New York, NY

Bio Notes: Has held senior executive positions in business and in the U.S. government. In present position since 1997. Previously served as Undersecretary of State for Economics, Business & Agricultural Affairs. From 1981-1993 held various positions at American Express Co., including EVP of corporate affairs. Had also served as ambassador to the United Nations for economic and social affairs. Also is a director of Delta Air Lines Inc. and First Data Corp. Age 59.

[ILLUSTRATION OMITTED]

IBM manufactures computers. Revenues are $81 billion. Doris Duke is a $1 billion foundation that supports the arts, the environment, medical research, and child advocacy.

IKON OFFICE SOLUTIONS INC.

Malvern, PA has added to its board:

William Meddaugh

Bio Notes: Had a 37-year career at General Electric Co. From 1996 until he retired in 2003 was president and CEO of General Electric Supply Co., a $2.5 billion distributor of electrical, voice, and data products.

IKON manufactures copiers and printers. Revenues are $5 billion.

IMCO RECYCLING INC.

Irving, TX has added to its board:

John E. Balkcom

Evanston, IL

Bio Notes: Is now a strategic partner of RNW Consulting LLC. President of St. John's College from 2000-2003. Formerly was a principal at Sibson & Co., a human capital consulting firm. Author of numerous articles on executive evaluation and compensation, strategic performance measurement, and the role of boards of directors. Age 56.

[ILLUSTRATION OMITTED]

Imco is a recycling company. Revenues are $687 million.

INAMED CORP.

Santa Barbara, CA has added to its board:

John C. Miles II

Chairman and CEO

DENTSPLY INTERNATIONAL INC.

York, PA

Bio Notes: Joined Dentsply in 1985. Became president and CEO in 1996 and chairman in 1998. Formerly held management positions at Johnson & Johnson, Pfizer Inc., and Rhone Poulenc. Also is a director of Respironics Inc.

Inamed manufactures surgical and medical devices. Dentsply manufactures dental products. Revenues are $1.5 billion.

INTERNATIONAL PAPER CO.

Stamford, CT has added to its board:

Martha F. Brooks

Senior Vice President

ALCAN INC.

Cleveland, OH

Bio Notes: Joined Alcan in 2002. Previously was VP of the engine business, marketing, sales, and engineering worldwide at Cummins Inc., where she served for 16 years.

International Paper is a paper and forest products company. Revenues are $25 billion. Alcan is an aluminum products and packaging company. Revenues are $12 billion.

INTERSTATE BAKERIES CORP.

Kansas City, MO has added to its board:

Ronald L. Thompson

Chairman and CEO

MIDWEST STAMPING CO.

Maumee, OH

Bio Notes: In present position since 1993. From 1980-1993 served as chairman and president of GR Group, a diversified manufacturing holding company. Also is a director of Ryerson Tull Inc. and TIAA-CREF. Age 53.

IBC is a baker and distributor of fresh baked bread and sweet goods. Revenues are $3.5 billion. Midwest Stamping manufactures stamped metal components and assemblies for the automotive industry. It is privately held.

J & J SNACK FOODS CORP.

Pennsauken, NJ has added to its board:

Sidney R. Brown

Chief Executive Officer

NFI INDUSTRIES INC.

Vineland, NJ

Bio Notes: Began his career in investment banking at Morgan Stanley. Rejoined the family business.

J & J manufactures nutritional snack foods. Revenues are $353 million. NFI provides freight transportation, warehousing, and real estate development services. Revenues are $500 million.

JOHNSON & JOHNSON

New Brunswick, NJ has added to its board:

Mary S. Coleman

President

UNIVERSITY OF MICHIGAN

Ann Arbor, MI

Steven S. Reinemund

Chairman and CEO

PEPSICO INC.

Purchase, NY

Bio Notes: Coleman has been in her present position since 2002. Also professor of biological chemistry at the University of Michigan Medical School and professor of chemistry in the College of Literature, Science, and the Arts. Served as president of the University of Iowa from 1995-2002. Reinemund has been in his present position since 2001. Has had an 18-year career at Pepsi. From 1996-1999 served as chairman and CEO of PepsiCo's global Frito-Lay business and from 1999-2001 was president and COO of PepsiCo.

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Johnson & Johnson manufactures health care and consumer products. Revenues are $36 billion. PepsiCo manufactures foods and beverages. Revenues are $25 billion.

JOURNAL COMMUNICATIONS INC.

Milwaukee, WI has added to its board:

Don H. Davis Jr.

Chairman and CEO

ROCKWELL AUTOMATION INC.

Milwaukee, WI

Bio Notes: Has been CEO of Rockwell since 1997 and chairman since 1998. Joined Rockwell in 1985 after its acquisition of Allen-Bradley Co., where he had held executive positions for 22 years. Also is a director of Illinois Tool Works, Apogent Technologies, and Ciena Corp. Age 64.

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Journal Communications is a diversified media and communications company. Revenues are $800 million. Rockwell provides industrial automation power, control, and information products and services. Revenues are $4 billion.

KEANE INC.

Boston, MA has added to its board:

James McBride

Bio Notes: Has more than 30 years of management experience in finance, public accounting, and operations management. Was national managing partner of Deloitte & Touche LLP and led the company's Northeastern operations.

Keane is an information technology outsourcing and consulting services company. Revenues are $800 million.

KEYCORP

Cleveland, OH has added to its board:

Lauralee E. Martin

Chief Financial Officer

JONES LANG LASALLE INC.

Chicago, IL

Bio Notes: Joined Jones Lang LaSalle in 2002. Previously served as CFO of Heller Financial Inc., which she joined in 1986 as EVP for business development in its real estate finance group. Formerly served nine years at GE Capital Corp.

Keycorp provides banking services. Revenues are $6 billion. Jones Lang provides real estate services. Revenues are $840 million.

LEAR CORP.

Southfield, MI has added to its board:

Richard F. Wallman

Bio Notes: SVP and CFO of Honeywell Inc. from 1995-2003. Formerly held financial positions at Ford Motor Co., Chrysler Corp., IBM Corp., and Allied Signal Corp. Also is a director of J.M. Huber Corp., Hayes Lemmerz International, and Ariba Inc. Age 51.

Lear manufactures automotive interiors and electrical systems. Revenues are $14 billion.

LEGG MASON INC.

Baltimore, MD has added to its board:

Margaret M. Richardson

Bio Notes: Attorney with an extensive management background in tax and financial services. Served as the Commissioner of Internal Revenue from 1993-1997. From 1997 until her retirement in 2003 was a partner at Ernst & Young, where she was the national director of IRS practice and procedure. Was also an adviser to the Foreign Investment Advisory Council in Russia.

Legg Mason is a financial services company with $100 million in assets under management.

LUCENT TECHNOLOGIES INC.

Murray Hill, NJ has added to its board:

Ronald A. Williams

President

AETNA INC.

Hartford, CT

Bio Notes: In present position since 2002. Joined Aetna in 2001 as EVP and chief of health operations. From 1987-2001 served at Well-Point Health Networks Inc., where he was president of the company's Blue Cross of California subsidiary. Also has been SVP and co-founder at Vista Health Corp. and a marketing executive at Control Data Corp. Age 53.

Lucent provides communications networks. Revenues are $10 billion. Aetna provides health care and related benefits. Assets managed are $10 billion.

MAIN STREET & MAIN INC.

Phoenix, AZ has added to its board:

Sergio Zyman

Chairman

ZYMAN MARKETING GROUP

Atlanta, GA

Bio Notes: Served as chief marketing officer for Coca-Cola Co. from 1998-1998, when he founded Zyman Marketing Group. Marketing consultant and author of three brand-building and advertising books, including The End of Marketing as We Know It.

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Main Street is a restaurant franchisee. Revenues are $220 million. Zyman is a marketing and advertising consulting firm.

MANPOWER INC.

Milwaukee, WI has added to its board:

Jack M. Greenberg

Bio Notes: Chairman and CEO of McDonald's Corp. from 1997 until he retired in 2002. Joined McDonald's in 1982 as EVP and CFO. Formerly was a partner at Arthur Young & Co., where he spent 18 years. Also is a director of Abbott Laboratories, Allsate Corp., and Hasbro Inc.

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Manpower provides employment and staffing services. Revenues are $10 billion.

MARTIN MARIETTA MATERIALS INC.

Raleigh, NC has added to its board:

Dennis L. Rediker

Chief Executive Officer

STANDARD REGISTER INC.

Dayton, OH

Bio Notes: In present position since 2000. Previously was CEO of English China Clay. Formerly was president of the coated board division at Mead Corp. Age 59.

Martin Marietta manufactures construction aggregates and chemical products. Revenues are $2 billion. Standard Register designs business forms and documents. Revenues are $1 billion.

MCKESSON CORP.

San Francisco, CA has added to its board:

Wayne A. Budd

EVP and General Counsel

JOHN HANCOCK FINANCIAL SERVICES INC.

Boston, MA

Bio Notes: In present position since 2000. Oversees and leads the legal, human resources, community relations, government relations, and business compliance areas of John Hancock. Previously group president of the New England region of Bell Atlantic Corp. Also is a director of Premcor Inc. Age 61.

McKesson is a health care services and information technology company. Revenues are $57 billion. John Hancock is a financial services company. Revenues are $8.5 billion.

MEDCATH CORP.

Charlotte, NC has added to its board:

Robert S. McCoy Jr.

Bio Notes: Retired in August 2003 as vice chairman of Wachovia Corp. Co-chaired the effort to integrate Wachovia and First Union Corp. after their merger in 2001. Formerly was vice chairman and CFO of Wachovia, which he joined in 1991 after its acquisition of South Carolina National Corp., where he was president. Had earlier served as a partner with Price Waterhouse.

Medcath operates acute care hospitals. Revenues are $478 million.

MELLON FINANCIAL CORP.

Pittsburgh, PA has added to its board:

John P. Surma Jr.

President and COO

U.S. STEEL CORP.

Pittsburgh, PA

Bio Notes: In present positions since 2003. Formerly held positions with USX Corp. (renamed Marathon Oil Co. in 2001) and was president of its Ashland Petroleum unit. Formerly was a partner at Price Waterhouse LLP, which he joined in 1976. Also is a director of Calgon Carbon Corp. Age 49.

Mellon is a banking and financial services company. U.S. Steel produces steel mill products. Revenues are $7 billion.

MESA AIR GROUP INC.

Phoenix, AZ has added to its board:

Robert Beleson

Bio Notes: Aviation industry consultant. Previous positions include chief marketing officer for Avolar, a former division of United Airlines; president of M. Shanken Communications, a publisher of upscale consumer publications; chief marketing officer for Playboy Enterprises; and president and CEO of Remy Martin Amerique, a wine and spirits importer.

Mesa is an airline. Revenues are $497 million.

METLIFE INC.

New York, NY has added to its board:

John M. Keane

Sylvia M. Matthews

Chief Operating Officer and Executive Director

BILL & MELINDA GATES FOUNDATION

Seattle, WA

Bio Notes: Keane served 37 years in the U.S. Army, where he attained the rank of four-star general before retiring in October 2003. Was vice chief of staff and COO of the U.S. Army. Formerly was deputy commander-in-chief of the U.S. Atlantic Command. Matthews joined the Gates Foundation in 2001. Responsible for the foundation's annual budget, payout management, and grant-making to libraries and global health advocacy organizations. Previously was deputy director of the Office of Management and Budget in Washington, D.C. From 1997-1998 served as deputy chief of staff to President Bill Clinton.

MetLife is an insurance and financial services company. Assets under management are $250 billion. Gates Foundation provides endowments to benefit public libraries, education, and world health issues.

MICROSOFT CORP.

Redmond, WA has added to its board:

Charles H. Noski

Vice President and CFO

NORTHROP GRUMMAN CORP.

Los Angeles, CA

Helmut Panke

Chairman

BMW AG

Germany

Bio Notes: Noski (pictured) has been in his present position since joining Northrop Grumman in 2003. Previously served as senior EVP and CFO of AT & T Corp. from 1999-2002, and later was named vice chairman. Retired from AT & T upon the completion of its restructuring in 2002. Prior to joining AT & T was president and COO of Hughes Electronics Corp. Also is a director of Air Products & Chemicals Inc. and Teledyne Technologies Inc. Panke has been in his present position since 2002. Joined BMW in 1982, and was chairman and CEO of the U.S. division of BMW from 1993-1996.

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Microsoft is a software company. Revenues are $28 billion. Northrop provides technology and defense electronics systems and services. Revenues are $17 billion.

NAVIGANT INTERNATIONAL INC.

Englewood, CO has added to its board:

John A. Ueberroth

Chairman

AMBASSADORS GROUP INC.

Spokane, WA

Bio Notes: Chairman of Ambassadors Group Inc. since 2001 and president and CEO of Ambassadors International Inc. since 1995. Since 1989 has been a principal of Contrarian Group Inc., an investment and management company. From 1990-1993 served as chairman and CEO of Hawaiian Airlines. From 1980-1989 served as president of Carlson Travel Group. Age 59.

Navigant provides corporate travel management services. Revenues are $371 million. Ambassador is an educational travel company that organizes and promotes international and domestic programs for students and athletes. Revenues are $36 million.

NCR CORP.

Dayton, OH has added to its board:

James M. Ringler

Vice Chairman

ILLINOIS TOOL WORKS INC.

Glenview, IL

Bio Notes: In present position since 1999. Served as chairman, president, and CEO of Premark International Inc. from 1997 until its merger with Illinois Tool in 1999. Joined Premark in 1990. Also is a director of Dow Chemical Co., Autoliv Inc., Corn Products International Inc., and FMC Technologies Inc.

NCR provides automated teller machines, retail systems, data warehouses, and IT services. Revenues are $5 billion. Illinois Tool manufactures engineered components and industrial systems. Revenues are $9 billion.

NORTHROP GRUMMAN CORP.

Los Angeles, CA has added to its board:

J. Michael Cook

Kevin Sharer

Chairman, President, and CEO

AMGEN INC.

Thousand Oaks, CA

Bio Notes: Cook retired as chairman and CEO of Deloitte & Touche LLP in 1999. Directed the 1989 global merger of Deloitte Haskins & Sells and Touche Ross. Also is a director of Dow Chemical Co., International Flavors & Fragrances, and Comcast Corp. Age 61. Sharer has been CEO of Amgen since 2000 and chairman since 2001. Joined Amgen in 1992 as president and COO. Formerly was EVP and president and of the business markets division at MCI Communications. Held executive positions at General Electric and was a consultant for McKinsey & Co. Age 55.

Northrop provides technology and defense electronics systems and services. Revenues are $17 billion. Amgen is a biotechnology company. Revenues are $5.5 billion.

NOVELL INC.

Provo, UT has added to its board:

Claudine B. Malone

Kathy B. White

Bio Notes: Malone has been the president and CEO of McLean, Va.-based Financial and Management Consulting Inc, since 1982. Was a visiting professor at the Colgate-Darden Business School of the University of Virginia from 1984-1987, an adjunct professor of the School of Business Administration at Georgetown University from 1982-1984, and associate professor at Harvard Graduate School of Business Administration from 1972-1981. Began her career at IBM Corp. as a systems engineer. Also is a director of Hasbro Inc., Aviva Life Insurance Co., Lowes Cos. Inc., Science Applications International Corp., and LaFarge NA. Age 67. White established Horizon Institute of Technology in 2002 as part of Arkansas State University's College of Business to serve as a catalyst in bringing technology and advancement to the students and residents of the Arkansas Delta. Was a senior executive and CIO for Allegiance Healthcare from 1996-1999. Was promoted to EVP, e-business, and CIO when Allegiance was acquired by Cardinal Health Inc. in 1999. Served as VP and CIO of Baxter International from 1995-1996, VP for information systems at AlliedSignal Corp. from 1993-1995 and VP of corporate services for Guilford Mills Inc. from 1991-1993. Also is a director of Mattel Inc. and Certegy Inc. Age 54.

Novell provides e-commerce and Internet software and services. Revenues are $1 billion.

O'REILLY AUTOMOTIVE INC.

Springfield, MO has added to its board:

John Murphy

Executive Vice President and CFO

ACCURIDE CORP.

Evansville, IN

Ronald Rashkow

Bio Notes: Murphy joined Accuride in 1998. Previously was president and CEO of Falconite Inc., a privately held rental equipment company. From 1994-1997 was EVP-administration, CFO, and corporate secretary of North American Stainless Inc. Also was VP of finance and strategic planning for Armco Advanced Materials Co., a stainless and electrical specialty steel manufacturing company. Rashkow currently serves on the advisory boards of Hilco Trading Co. and Milton's Baking Co. Also serves as lead director of Factory 2-U StoresInc. Was formerly CEO of Handy Andy Home Improvement Centers and a founding principal of Chapman Partners LLC. Has served on various home center industry boards and has initiated and negotiated many transactions as both a principal and adviser.

O'Reilly Automotive is a retailer of automotive aftermarket parts, tools, and equipment. Revenues are $1 billion. Accuride manufactures steel and forged aluminum wheels for commercial vehicles and trailers. Revenues are $345 million.

OMNOVA SOLUTIONS INC.

Fairlawn, OH has added to its board:

David J. D'Antoni

SVP and Group Operating Officer

ASHLAND INC.

Covington, KY

Bio Notes: In present position since 1988. Joined Ashland in 1973 as a project development manager for the former Ashland Chemical Co. Also is a director of State Auto Financial Corp.

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Omnova manufactures decorative and functional surfaces and commercial and industrial specialty chemicals. Revenues are $681 million. Ashland operates businesses in highway construction, chemical manufacturing, and car-care products. Revenues are $7 billion.

OXFORD INDUSTRIES INC.

Atlanta, GA has added to its board:

Clarence H. Smith

President and CEO

HAVERTY FURNITURE COMPANIES INC.

Atlanta, GA

Bio Notes: President of Haverty Furniture since 2002 and chairman since 2003. Joined Haverty in 1984. Age 52.

Oxford manufactures men's apparel. Revenues are $764 million. Haverty is a home furnishings retailer. Revenues are $713 million.

PAPA JOHN'S INTERNATIONAL INC.

Louisville, KY has added to its board:

William M. Street

Bio Notes: Retired in 2003 after serving three years as president of Brown-Forman Corp. and CEO of Brown-Forman Beverages, the company's largest subsidiary. Served at Brown-Forman for 40 years. Age 64.

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Papa John's operates pizza restaurants. Revenues are $946 million.

PATHMARK STORES INC.

Carteret, NJ has added to its board:

James Moody

Bio Notes: Was CEO of Hannaford Bros. Co., a food retailer based in Portland, Maine, from 1973-1992 and chairman from 1984-1997. Also is a director of Staples Inc., Idexx Laboratories Inc., and Empire Co. Age 71.

Pathmark is a supermarket chain. Revenues are $4 billion.

PATTERSON DENTAL CO.

St. Paul, MN has added to its board:

Ellen A. Rudnick

Executive Director and Clinical Professor

Michael P. Polsky

Center for Entrepreneurship

CHICAGO GRADUATE SCHOOL OF BUSINESS

Chicago, IL

Bio Notes: In present position since 1999. From 1993-1999 served as chairman of Pacific Biometrics Inc., a publicly held health care biodiagnostics company, and its predecessor, Bioquant. From 1990-1992 was president and CEO of Healthcare Knowledge Resources, a privately held health care information technology corporation. Formerly served in various positions at Baxter Health Care Corp. Also is a director of Oxford Helath Plans Inc. and Health Management Systems.

Patterson provides dental products and veterinary supplies. Revenues are $2 billion.

PAYLESS SHOESOURCE INC.

Topeka, KS has added to its board:

John F. McGovern

Principal

AURORA CAPITAL LLC

Atlanta, GA

Bio Notes: Was EVP and CFO at Georgia-Pacific Corp. from 1994-1999. Joined Georgia-Pacific in 1981. Formerly was VP of Forest Products Inc.

Payless is a retailer of footwear. Revenues are $2 billion.

PEROT SYSTEMS CORP.

Plano, TX has added to its board:

Cecil H. Moore Jr.

Bio Notes: Retired in 2000 from KPMG LLP, where he served as managing partner of the firm's Dallas office from 1990-1999. Also served on the firm's audit practice and tax practice committees, a Securities & Exchange Commission advisory committee, and a Financial Accounting Standards Board task force.

Perot provides information technology services. Revenues are $1 billion.

POTLATCH CORP.

Spokane, WA has added to its board:

Ruth Ann M. Gills

Senior Vice President

EXELON CORP.

Chicago, IL

Bio Notes: In present position since 2002. Previously served as CFO of Exelon from 2000-2002. SVP and CFO of Commonwealth Edison and Unicom (a predecessor to Exelon) from 1999-2000. CFO and treasurer of the University of Chicago Hospitals and Health System from 1996-1997. Age 49.

Potlatch is a forest and paper products company. Revenues are $1 billion. Exelon is an electric utility company. Revenues are $14 billion.

PRICELINE.COM INC.

Norwalk, CT has added to its board:

James M. Guyette

President and CEO

ROLLS-ROYCE NORTH AMERICA INC.

Chantilly, VA

Bio Notes: Joined Rolls-Royce in 1997. Oversees all Rolls-Royce companies and business units in North America, encompassing more than 8,000 employees at 70 locations throughout the U.S. and Canada. Previously was EVP of marketing and planning at United Airlines, where he served for 30 years.

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Priceline.com operates an e-commerce pricing system for products and services. Revenues are $1 billion. Rolls-Royce NA, a subsidiary of Roll-Royce plc, operates businesses in the U.S. that include gas turbine engine manufacturing, engineering services, gearbox systems, and shiplift systems units. Revenues are $3 billion.

PROXIM CORP.

Sunnyvale, CA has added to its board:

Michael P. Ressner

Bio Notes: Had a 20-year career at Nortel Networks and was a VP from 2001 until he retired in 2003. Held various financial management positions at Nortel, including VP of finance and CFO. Currently serves as an adjunct professor of finance and accounting at North Carolina State University's College of Management. Also is a director of Entrust Technologies Inc. and Riverstone Networks Inc.

Proxim manufactures wireless networking equipment. Revenues are $145 million.

PRUDENTIAL FINANCIAL INC.

Newark, NJ has added to its board:

Karl J. Krapek

Bio Notes: Served as president and COO of United Technologies Corp. from 1999 until he retired in 2002. Previously was EVP of United Technologies from 1997-1999 and ran the Pratt & Whitney aircraft engine unit from 1992-1999. Joined United Technologies in 1982. Formerly spent 15 years at General Motors Corp. Also is a director of Visteon Corp. and Lucent Technologies Inc. Age 55.

Prudential is an insurance and financial services company. Assets under management are $421 billion.

PTEK HOLDINGS INC.

Atlanta, GA has added to its board:

John R. Harris

Chief Executive Officer

APPLIED GRAPHICS TECHNOLOGIES INC.

New York, NY

Bio Notes: Spent 25 years with Electronic Data Systems and held a variety of executive leadership positions encompassing sales, marketing, strategy, and operations. Final position was VP of marketing and strategy. Age 54.

Ptek provides business communication services. Revenues are $341 million. Applied Graphics is a digital media and content management services company. Revenues are $425 million.

QRS CORP.

Richmond, CA has added to its board:

Chuck Crovitz

Bio Notes: Joined Gap Inc. 1993 and served as EVP and chief supply chain officer from 2000-2003. Previously spent nearly 10 years at Safeway Inc., where he held positions in strategy, marketing, and technology. Began his career at McKinsey & Co. Age 50.

QRS provides business-to-business e-commerce services to the retail industry. Revenues are $136 million.

RADIAN GROUP INC.

Philadelphia, PA has added to its board:

Jan Nicholson

President

GRABLE FOUNDATION

Pittsburgh, PA

Bio Notes: In present position since 2001. From 1998-2000 served as managing director of MBIA Inc. and oversaw portfolio risk management activities. Formerly was managing director of research and development for Capital Markets Assurance Corp., a subsidiary of Citicorp that was acquired by MBIA. Began her career as a planner in the economic development unit of the New York City Planning Department.

Radian provides financial, mortgage, and insurance services. Revenues are $1 billion. Grable is a charitable foundation dedicated to improving education opportunities for young adults.

REALNETWORKS INC.

Seattle, WA has added to its board:

Eric Benhamou

Chairman

3COM CORP.

Marlborough, MA

Bio Notes: Served as CEO of 3Com from 1990-2000 and has been chairman since 1994. Also chairman and CEO of Palm Inc. and chairman of Cypress Semiconductor Corp. Also is a director of Legato Systems Inc.

RealNetworks provides digital audio and video products and services. Revenues are $100 million.

RYLAND GROUP INC.

Calabasas, CA has added to its board:

Daniel T. Bane

Chairman and CEO

TRADER JOE'S CO.

Monrovia, CA

Bio Notes: Joined Trader Joe's in 1988. Previously was president of finance and administration for Certified Grocers of California Ltd., a grocery wholesaler. Formerly was CFO for Standard Brands Paint Co.

Ryland is a homebuilder and mortgage finance company. Revenues are $3 billion. Trader Joe's is a grocery chain. Revenues are $3 billion.

S.C. JOHNSON & SON INC.

Racine, WI has added to its board:

Christine Todd Whitman

Bio Notes: Served as administrator of the U.S. Environmental Protection Agency from 2001-2002. Previously served as governor of New Jersey from 1993-2002. From 1988-1990 led the New Jersey Board of Public Utilities. Also is a director of Texas Instruments Inc. and United Technologies Inc. Age 57.

S.C. Johnson manufactures household cleaning and personal care products. Revenues are $5 billion.

SCHERING-PLOUGH CORP.

Kenilworth, NJ has added to its board:

Philip Leder

John Emory Andrus Professor of Genetics

HARVARD MEDICAL SCHOOL

Boston, MA

Bio Notes: Joined the Harvard faculty in 1980. In recognition of his research accomplishments in the areas of molecular genetics and DNA technology, he was elected to membership in the National Academy of Sciences in 1979. Age 68.

Schering-Plough manufactures pharmaceuticals. Revenues are $10 billion.

SPRINT CORP.

Overland Park, KS has added to its board:

E. Linn Draper Jr.

Chairman, President, and CEO

AMERICAN ELECTRIC POWER CO.

Columbus, OH

Gerald L. Storch

Vice Chairman

TARGET CORP.

Minneapolis, MN

Bio Notes: Draper has been in his present position since 1993. Chairman, president, and CEO of Gulf States Utilities Co. from 1987-1992. Has edited books on nuclear power and the engineering aspects of fusion reactors. Also is a director of BCP Management Inc. Age 61. Storch has been in his present position since 2001. Joined Target in 1993. Previously was a partner at McKinsey & Co.

Sprint is a communications company. Revenues are $26 billion. American Electric is a utility company. Revenues are $14 billion. Target is a department store retailer. Revenues are $43 billion.

STANDARD COMMERCIAL CORP.

Wilson, NC has added to its board:

H. Carl McCall

Bio Notes: State comptroller for New York from 1993-2002. Was VP at Citibank from 1984-1993 and a deputy ambassador to the United Nations from 1979-1981. Has been a commissioner of the Port Authority of New York and New Jersey and was EVP of WNET, a public television station in New York. Co-chaired the NYSE's Corporate Accountability and Listing Standards Committee. Also is a director of Tyco International Ltd. Age 68.

Standard Commercial is a leaf tobacco dealer. Revenues are $900 million.

STORAGE TECHNOLOGY CORP.

Louisville, CO has added to its board:

Mercedes Johnson

Senior Vice President and CFO

LAM RESEARCH CORP.

Fremont, CA

Judy Odom

Bio Notes: Johnson has been in her present position since joining Lam Research Corp. in 1997. From 1986-1997 held various financial management positions at Applied Materials Inc., including VP and worldwide operations controller. Has also held senior finance positions with NCR Corp. and Hewlett-Packard Co. Odom served until 2002 as chairman and CEO of Software Spectrum Inc., a computer software company she co-founded in 1983 and took public in 1991. Also is a director of Leggett & Platt Inc. Age 52.

StorageTek manufactures data storage technology and network products. Revenues are $2 billion. Lam manufactures semiconductor processing equipment. Revenues are $755 million.

SUNOCO INC.

Philadelphia, PA has added to its board:

John W. Rowe

Chairman and CEO

EXELON CORP.

Chicago, IL

Bio Notes: In present position since 2002. Formerly was chairman, president and CEO of Unicom Corp. and Commonwealth Edison Co. Also is a director of UnumProvident Corp. and Northern Trust Corp. Age 57.

Sunoco is a petroleum refining company. Revenues are $14 billion. Exelon is an electric utility company. Revenues are $14 billion.

SYKES ENTERPRISES INC.

Tampa, FL has added to its board:

Paul L. Whiting

Bio Notes: From 1991-1996 held various finance and strategic planning positions with Spalding & Evenflo Cos., a manufacturer of consumer products serving the sporting goods market.

Sykes provides customer management and technical support services. Revenues are $453 million.

TASTY BAKING CO.

Philadelphia, PA has added to its board:

David J. West

SVP of Sales

HERSHEY FOODS CORP.

Hershey, PA

Bio Notes: Joined Hershey in 2001. Previously served for 14 years at Nabisco, where he was SVP and CFO of the biscuit and snacks group. Age 40.

Tasty Baking is a snack cake and pie bakery. Revenues are $162 million. Hershey manufactures chocolate and chocolate-related grocery products. Revenues are $4 billion.

TEXAS INSTRUMENTS INC.

Dallas, TX has added to its board:

Christine T. Whitman

Bio Notes: Served as administrator of the U.S. Environmental Protection Agency from 2001-2002. Previously served as governor of New Jersey from 1993-2002. From 1988-1990 led the New Jersey Board of Public Utilities. Also is a director of S.C. Johnson & Son Inc. and United Technologies Corp. Age 57.

Texas Instruments manufactures semiconductors and digital signal processing equipment. Revenues are $8 billion.

TEXTRON INC.

Providence, RI has added to its board:

R. Kerry Clark

Vice Chairman

PROCTER & GAMBLE CO.

Cincinnati, OH

Bio Notes: In present position since 2002. Has also served as president of global market development and business operations since 2001. Joined Procter & Gamble in 1974.

Textron operates businesses in aircraft production, fastening systems, industrial products and components, and finance. Revenues are $10 billion. P & G manufactures consumers products. Revenues are $47 billion.

TIDEWATER INC.

New Orleans, LA has added to its board:

Richard du Moulin

President

INTREPID SHIPPING

Stamford, CT

J. Wayne Leonard

Chief Executive Officer

ENTERGY CORP.

New Orleans, LA

Bio Notes: du Moulin spent 15 years at Ogden Marine Inc. and in 1989 purchased Marine Transport Lines, the oldest shipping company in America. In 2001 sold MTL and, with his longtime business partner, opened Intrepid Shipping in Stamford, Conn.. Leonard has been in his present position since 1999. Joined Entergy in 1998. From 1994-1996 was CFO of Cinergy. Began his utility career at PSI Energy, where he served as SVP and CFO from 1989-1994.

Tidewater provides services and equipment to the offshore energy industry. Revenues are $636 million. Entergy is an energy company. Revenues are $8 billion.

TIFFANY & CO.

New York, NY has added to its board:

J. Thomas Presby

Bio Notes: Retired in 2002 as deputy CEO of Deloitte & Touche. Served as deputy chairman and COO of Deloitte & Touche from 1995-2000. Had a 30-year career in public accounting. Also is a director of World Fuel Services Corp.

Tiffany is a jewelry retailer. Revenues are $1 billion.

TIME WARNER INC.

New York, NY has added to its board:

Robert C. Clark

Bio Notes: From 1989-2003 was the dean and Royall Professor of Law at Harvard Law School. Author of the textbook Corporate Law and numerous articles on the subject. Also is a director of TIAA-CREF, Omnicom Group, and Collins & Aikman.

Time Warner (formerly AOL Time Warner Inc.) is a media and entertainment company. Revenues are $41 billion.

TRANS WORLD ENTERTAINMENT CORP.

Albany, NY has added to its board:

Mark A. Cohen

Chief Executive Officer

SEARS CANADA INC.

Canada

Bio Notes: In present position since 2001. Joined Sears in 1998. Formerly held positions at Federated Department Stores and Target Corp.

Trans World is a music and video products retailer. Revenues are $1 billion. Sears is a department store retailer. Revenues are $41 billion.

UNITED TECHNOLOGIES CORP.

Hartford, CT has added to its board:

Harold McGraw III

Chairman, President, and CEO

MCGRAW-HILL COMPANIES INC.

New York, NY

Christine Todd Whitman

Bio Notes: McGraw joined McGraw-Hill in 1980 and has served as president since 1993, CEO since 1998, and chairman since 1999. Age 55. Whitman served as administrator of the U.S. Environmental Protection Agency from 2001-2002. Previously served as governor of New Jersey from 1993-2002. From 1988-1990 led the New Jersey Board of Public Utilities. Also is a director of Texas Instruments Inc. and S.C. Johnson & Son Inc. Age 57.

United Technologies provides products and services to the aerospace, defense, and building industries. Revenues are $28 billion. McGraw-Hill is an information services company. Revenues are $4 billion.

UNIVISION COMMUNICATIONS INC.

Los Angeles, CA has added to its board:

Gustavo A. Cisneros

Bio Notes: Formed Cisneros Group of Companies in 2001. Also established Fundacion Cisneros, a philanthropic organization committed to education, culture, the environment, social services, and global awareness of contemporary Latin America.

[ILLUSTRATION OMITTED]

Univision is a Spanish-language media company. Revenues are $1 billion. Cisneros is a privately held media, entertainment, technology, and consumer products company.

UST INC.

Greenwich, CT has added to its board:

John Barr

Bio Notes: President of Santa Ana, Calif.-based Automotive Performance Industries. From 1995-1999 was president and COO of Quaker State Corp. From 1987-1995 served as president and CEO of Valvoline Co., where he worked for 25 years. Also is a director of United Auto Group and Clean Harbors Inc.

UST manufactures smokeless tobacco products and wine. Revenues are $1 billion.

VULCAN MATERIALS CO.

Birmingham, AL has added to its board:

Vincent J. Trosino

Vice Chairman, President, and COO

STATE FARM MUTUAL

AUTOMOBILE INSURANCE CO.

Bloomington, IL

Bio Notes: Joined State Farm in 1962. Was elected EVP in 1987, COO in 1991, vice chairman in 1994, and president in 1998. Age 62.

Vulcan produces construction aggregates and chemicals. Revenues are $2 billion. State Farm is an insurance company. Assets under management are $50 billion.

WALT DISNEY CO.

Burbank, CA has added to its board:

John S. Chen

Chairman, President, and CEO

SYBASE INC.

Dublin, CA

Aylwin Lewis

President and COO

YUM BRANDS INC.

Louisville, KY

Bio Notes: Chen (pictured) has been chairman and CEO of Sybase since 1998 and president since 1997. Previously was president of the open enterprise computing division of Siemens Nixdorf. Also held various executive positions at Pyramid Technology Corp., where he became COO in 1992 and president in 1993. Lewis has been in his present position since 2003. Joined Yum's KFC subsidiary in 1990 and was appointed COO in 2000. Also is a director of Halliburton Co. Age 49.

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Disney is an entertainment company. Revenues are $25 billion.

WATSCO INC.

Coconut Grove, FL has added to its board:

George Sape

Managing Partner

EPSTEIN BECKER & GREEN PC

New York, NY

Bio Notes: In present position since 1986. Previously served as VP and general counsel for Organization Resources Counselors Inc., a consulting firm. Served as a general attorney/public utilities specialist for the Federal Communications Commission and for the U.S. Department of State. Also served as deputy director, Office of Congressional Affairs, and counsel for the U.S. Senate Subcommittee on Labor. Age 59.

Watsco is a distributor of air conditioning, heating, and refrigeration equipment. Revenues are $1 billion. Epstein Becker is a law firm.

WOLVERINE WORLD WIDE INC.

Rockford, MI has added to its board:

Brenda J. Lauderback

Bio Notes: Served from 1995-1998 as group president of the wholesale and retail unit of Nine West. Directed the expansion of retail stores, managed wholesale operations, and targeted growth opportunities for the brand's various product lines. Formerly was president of the wholesale division of U.S. Shoe Corp. and VP and general merchandise manager at Dayton-Hudson. Also is a director of Irwin Financial Corp., Big Lots Corp., and Louisiana-Pacific Corp. Age 53.

Wolverine manufactures footwear. Revenues are $827 million.

YANKEE CANDLE COMPANY INC.

South Deerfield, MI has added to its board:

Doreen A. Wright

SVP and Chief Information Officer

CAMPBELL SOUP CO.

Camden, NJ

Bio Notes: Joined Campbell Soup in 2001. Previously was EVP and CIO at Nabisco Inc. Formerly held executive positions at Prudential Insurance Co., American Express Co., and Bankers Trust Co.

Yankee Candle manufactures scented candles. Revenues are $445 million. Campbell is a soup company. Revenues are $6 billion.

ZONES INC.

Auburn, WA has added to its board:

William Keiper

Chairman and CEO

ARRANGE TECHNOLOGY LLC

Scottsdale, AZ

Bio Notes: In present position since 2002. Also serves as managing director of Black Diamond Group LLC. From 1993-1997 was chairman and CEO of Artisoft Inc. From 1986-1993 held various positions at MicroAge Inc., including president and COO. Formerly spent nine years practicing corporate and commercial law. Also is a director of JDA Software Inc., Hypercom Corp., and Smith Micro Software Inc.

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Zones is a direct-marketing reseller of information technology products. Revenues are $415 million. Arrange provides software development services. It is privately held. New Directors October-December 2003 Companies adding new directors: 115 Number of new directors: 131 Category Number % of total Chairman/CEOs 38 29% Senior Officers 34 26 Retired 20 15 Finance 12 8 Consultants 6 5 Academia 6 5 Not-for-Profit 6 5 Miscellaneous 6 5 Legal 3 2 Total 131 100% No. of Women 29 22% *One director was elected to three board seats; One director was elected to two board seats. SOURCE: SPENCERSTUART/DIRECTORS & BOARDS